Order in the matter of Vishwas Steels Limited[SAT Appeal No.263/2017]

WTM/RKA/EFD/DRA II/63/2016 BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA ORDER UNDER SECTION 11B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 In respect of (1) Vishwas Steel Limited and its directors namely, (2) Mr. N. S. Parulekar, (3) Mr. Hemant Chadha, (4) Mr. Punit Chadha, (5) Mr. D. N. Davar, (6) Mr. P. G. Kokodhar, (7) Mr. Y. P. Sethi, (8) Mr. Cnahdra Mohan, (9) Mr. N. J. George and (10) Mr. Shubhash Patil 1. Vishwas Steel Limited (hereinafter referred to as ‘the company’) is a listed company having its office address at 33/1A, Dhargal Village, Taluka Pernem, Goa – 403 001. 2. SEBI vide its circular no. CIR/OIAE/1/2012 dated August 13, 2012 directed all listed companies to obtain SEBI Complaints Redress System (SCORES) authentication by September 14, 2012 and to take appropriate necessary steps within seven days of receipt of complaints through SCORES, so as to resolve the complaint within thirty days of its receipt. 3. However, since certain companies including Vishwas Steel Limited did not obtain SCORES authentication within the time period specified in the aforementioned circular, a public notice was issued on January 13, 2013, advising inter alia the companies to obtain SCORES authentication within seven days from the date of the advertisement, failing which SEBI would be constrained to initiate appropriate enforcement actions.

However, the company still failed to obtain SCORES authentication and resolve pending investor complaints. 4. Since the company did not obtain SCORES authentication and failed to redress fifteen investor grievances, SEBI issued Show Cause Notices (SCNs) dated March 28, 2013 and October 22, 2014 to the company and its directors namely, Mr. N. S. Parulekar, Mr. Hemant Chadha, Mr. Punit Chadha, Mr. D. N. Davar, Mr. P. G. Kokodhar, Mr. Y. P. Sethi, Mr. Cnahdra Mohan, Mr. N. J. George and Mr. Shubhash Patil, respectively (hereinafter collectively referred to as "the noticees") calling upon them to show cause as In the matter of Vishwas Steel Limited to why suitable directions including direction to restrain them from accessing the securities market for a specified period should not be passed under section 11B of the SEBI Act. 5. Opportunities of personal hearing were granted to the company and its directors on October 01, 2015 and November 26, 2015, respectively. The notice to this effect was served on the company's address. However the company and its directors chose not to appear for the personal hearing on the scheduled dates.

6. I note that sufficient opportunities have been granted to the noticees and they are not keen to avail the same. I further note that the noticees have not even filed any written reply/submission to the SCNs. In view of these facts and circumstances, I deem it appropriate to decide the matter on the basis of material available on record. 7. I note that as on May 06, 2016 the company had not obtained SCORES authentication, as required under SEBI circular dated August 13, 2012. I further note that as on May 06, 2016 fourteen out of fifteen investor complaints as indicated in SCNs were pending against the company for redressal. 8. I note that the investor complaints are pending unresolved since the year 1997. In addition to the obligations under the provisions of Companies Act, the company is also under an obligation to redress all investor complaints in terms of the advice/directions of SEBI, in view of the provisions of section 11 of the SEBI Act. However, the company has not shown any tenacity in resolving the investor grievances and in spite of repeated advice of SEBI, the said investor grievances are pending till date.

9. Failure to redress investor grievances, by a listed company adversely affects the confidence of investors in the securities market. In view of the foregoing, I am of the view that it is a fit case to issue appropriate directions under section 11B of the SEBI Act against the company and its directors as contemplated in the show cause notices issued to them. I, therefore, in exercise of the powers conferred upon me under section 19 of the SEBI Act read with sections 11 and 11B thereof, hereby restrain and prohibit Vishwas Steel Limited and its directors namely, Mr. N. S. Parulekar, Mr. Hemant Chadha, Mr. Punit Chadha, Mr. D. N. Davar, Mr. P. G. Kokodhar, Mr. Y. P. Sethi, Mr. Cnahdra Mohan, Mr. N. J. George and Mr. Shubhash Patil from accessing the securities market and from buying, selling or dealing in securities, directly or indirectly, in whatsoever manner, till the company obtains SCORES authentication in terms of the SEBI circular dated August 13, 2012 and resolves all the investor grievances pending against it. The aforesaid direction is without prejudice to any other action that may be taken against the company and its directors in accordance with law.

10. This Order shall come into force with immediate effect. A copy of this Order shall also be served upon the depositories and stock exchanges for necessary action.

Sd/- Date: June 8th, 2016 RAJEEV KUMAR AGARWAL Place: Mumbai WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA