Order in the matter of Yamini Investment Company Limited.

WTM/AB/IVD/ID11/29124/2023-24 SECURITIES AND EXCHANGE BOARD OF INDIA ORDER UNDER SECTION 11(1), 11(4) AND 11B OF SEBI ACT, 1992 IN THE MATTER OF YAMINI INVESTMENT COMPANY LTD. IN RESPECT OF S. NO. NAME OF THE NOTICEE PAN 1. MAHESHWARI FINANCIAL SERVICES PVT. LTD. AAACM9185B 2. AUTOLITE AGENCIES PVT. LTD. AAECA1487G 3. TOOR FINANCE COMPANY LTD. AAACT5163G 4. STELLAR CAPITAL SERVICES LTD. AAACS3356A 5. PREMLAL ROY ACRPR2362R 6. ARIES COMMERCIALS AAVFA6230F 7. MOONLIGHT UDYOG AAUFM6147N 8. SHRI RAM TRADERS ACDFS3492D 9. CHANDRA PRAKASH BALKISANJI LADDHA AAGPL9225Q 10. ANSHU KATARUKA BFUPK6760D 11. GOPAL BANSAL (HUF) AAEHG7205B 12. HETAB S KANGAD (HUF) AAEHH5347D 13. VINDYAVASINI AGENCY PVT LTD* AADCV8452B 14. MKR TRADING PVT. LTD. AAICS3344J 15. FORTUNATE INFRA DEVELOPERS PVT. LTD. AABCF4418M 16. LINKUP VINTRADE PVT. LTD. AABCL8020H 17. OMKARA DEALER PVT. LTD. AABCO2405K 18. OVERALL LOGISTICS PVT. LTD. AABCO3506H 19. DACE EXIM PVT. LTD. AACCD9817B 20. IMAGINE LOGISTICS PVT. LTD. AACCI3971M 21. NATURAL INVESTMENT MANAGEMENT PVT. LTD. AACCN7952M 22. DHIRGA MARKETING PRIVATE LTD. AADCD9678H 23. ECOSPACE INFOTECH PVT. LTD. AADCE0088L 24. E TRICKS ENTERPRISES PVT. LTD. AADCE4004G

Order in the matter of Yamini Investment Company Limited.

25. EVERBLINK AGENCY PVT LTD AADCE7290C 26. HEADFIRST VINIMAY PVT. LTD. AADCH4445A 27. RICHI CONSULTANTS PVT LTD AADCR9667C 28. VIGHNAHARTA INFRA DEVELOPERS PVT. LTD. AADCV4831G 29. VEENIT BUILDERS PVT LTD* AADCV6070D 30. VEEPRA REALESTATE CONSULTANTS PVT. LTD. AADCV8456F 31. GOODPOINT COMMODEAL PVT. LTD. AAECG5864F 32. KRUSHANA INFRA PROPERTY PVT. LTD. AAECK1734G 33. RAJPUTANA DIGITAL MEDIA PVT. LTD. AAECR9659R 34. GOLDENSIGHT COMMOTRADE PVT LTD AAFCG6723L 35. SURAKSHIT MERCHANTS PVT. LTD. AANCS7666N 36. SURABHI DEALMARK PVT. LTD. AAQCS6011A 37. SANSHIPT BROKING AND CONSULTANCY PVT LTD. AATCS6941G 38. RAM YADAV ALCPY3487E 39. NICKY MARMO LTD. AAACN3607P 40. OPTIMAL FARMS PVT. LTD. AABCO1420E 41. BIJ BUILDCON INDIA PVT. LTD. AAECB6648Q 42. SANJEEV GOEL AAPPG1345M 43. RAJNI GOEL AAPPG1338J 44. SATVINDER KAUR AAXPK8350J 45. HARVINDER SINGH AAQPS9683R 46. GURUPREET SANGLA APZPS2922M 47. AMIT KHANDELWAL AJRPK8212G 48. RENU AGARWAL AAYPA6162D 49. SEEMA SANGLA AFHPJ0275Q 50. ANKIT KHANDELWAL BBUPK5756R 51. HARVINDER SINGH (HUF) AACHH8750E 52. KULDEEP KAUR AIGPS1433B 53. GYAN PRAKASH RAI AOPPR4394M 54. K ASHOK KUMAR (HUF) AAAHA4378M 55. K ASHOK KUMAR AAFPK4721R 56. MANJU RAI ACFPR5859M 57. ASHOKKUMAR AASHISH BOHRA BMKPB4897F Order in the matter of Yamini Investment Company Limited.

58. VIMALA BOHRA AACPA9761E 59. NISHA SHARMA ADFPC4328R 60. SHUBHRA KHANDELWAL AQSPR5044F 61. MAYA DEVI KHANDELWAL ADZPK9924F 62. NIDHI KHANDELWAL ATFPK3499M 63. DROPDI DEVI ACDPD4284G 64. RAJEEV GOEL (HUF) AAEHR5208M 65. HANS RAJ AGARWAL ABBPA8231D 66. ASHOK SNEHA BOHRA AUOPB2860R 67. RAHUL GOEL AWJPG9626R 68. AAMIR MEMON BSFPM3219K 69. MADHUR BUILDCON PVT. LTD. AAFCM9969G 70. SURBHI INFRAPROJECT PVT. LTD. AAMCS9707M (The aforesaid entities are hereinafter individually referred to by their respective names/Noticee nos. and collectively as “Noticees”, unless the context specifies otherwise)

BACKGROUND – 1. Yamini Investment Company Ltd. (“Company/Yamini”) was incorporated in 1983 as an Investment Company and got listed on the BSE Ltd. (BSE) in 1984. The registered office of the Company is situated at E-210, Crystal Plaza, Opposite Infinity Mall, New Link Road, Andheri (W), Mumbai, 400053. 2. The scrip of the Company witnessed unusual fluctuations in price and volume during the period September 10, 2013, to September 30, 2015. The share price on BSE rose from Rs. 121.65 on September 10, 2013 to Rs. 549.5 on February 16, 2015. On February 18, 2015, there was a stock split of the equity shares of the Company in the ratio 1:10. Due to the split, the price of the scrip moved between Rs. 57.60 on February 19, 2015 to Rs. 50.35 on September 30, 2015. The Company, during this period, also undertook a preferential allotment of 52,33,26,400 shares of Re.1/- each to 2,455 allottees on February 04, 2015. The preferential allotment was pursuant to a Scheme of Amalgamation, sanctioned by the Hon’ble Bombay High Court, between the Company and two unlisted transferor companies – Anax Com Trade Ltd. (Anax) and Fidelo Power and Infrastructure Ltd. (Fidelo).

Order in the matter of Yamini Investment Company Limited.

3. The average volume of shares traded in the scrip also saw a steep rise during this period. The unadjusted price-volume chart of the scrip on BSE during the period September 10, 2013, to September 30, 2015, is given below: Chart I Price Volume Chart 600 10000 400 5000 200 0 0

Total Traded Quantity Close Price

Chart II Price Volume Chart 80 3000000 60 2000000 40 1000000 20 0 0 19-Feb-15 19-Mar-15 19-Apr-15 19-May-15 19-Jun-15 19-Jul-15 19-Aug-15 19-Sep-15 Total Traded Quantity Close Price

4. Based on the above, SEBI conducted an investigation in the scrip so as to determine whether the price movement was on account of normal trades or due to any act of price manipulation. The Investigation Period was divided into two patches - pre-stock split period (September 10, 2013 to February 18, 2015) and post-stock split period (February 19, 2015 to September 30, 2015).

Order in the matter of Yamini Investment Company Limited.

CORPORATE ANNOUNCEMENTS 5. During the Investigation Period, no major corporate announcements were made by the Company other than the announcement of the stock split, the Scheme of Amalgamation and the declaration of financial results. CAPITAL STRUCTURE OF THE COMPANY DURING THE INVESTIGATION PERIOD 6. The paid up equity share capital of the Company increased from 2,40,000 shares in December 2014 to 52,57,26,400 shares in March 2015. This increase was on account of two factors: the stock split of one equity share of Rs.10/- each into 10 equity shares of Re.1/- each w.e.f. February 19, 2015 and the issuance of 52,33,26,400 equity of shares of Re.1/- each pursuant to the Scheme of Amalgamation sanctioned by the Hon’ble Bombay High Court. As a result of the stock split and amalgamation, the total number of shares of the Company increased by approximately 2,190 times, and the market capitalisation increased from Rs. 10.37 Crore on March 31, 2014 to Rs. 3128.01 Crore on March 31, 2015, an increase of more than 300 times. The total assets of the Company during the same period increased to Rs. 65.92 Crore as on March 31, 2015 from Rs. 0.72 Crore as on March 31, 2014. However, in light of the Judgment of the Hon’ble Bombay High Court in the matter of SEBI vs. IKisan Ltd.1, the issues connected to the Scheme of Amalgamation were considered outside the scope of the SEBI investigation as the sanction for the scheme was accorded prior to the initiation of the investigation.

TRADING ANALYSIS ON BSE 7. From an analysis of the trading in the scrip on BSE during the Investigation Period, it emerged that certain entities trading in the scrip were allegedly connected to each other on the basis of KYC, off-market transfers, fund transfers and common Directors. Initially two groups of connected entities were identified - a group consisting of 88 entities (referred to as “Madhur Group”) and another group consisting of 14 entities (referred to as “PCB Group”). Subsequently, inter-se connections were noted between members of the Madhur Group and PCB Group, and therefore, the SCN refers to the 102 entities collectively as Madhur Group (Madhur Group). 8. On examining the top buyers and sellers in the scrip during the pre-stock split period, it was observed that 9 out of the top 10 buyers and 7 out of the top 10 sellers were 1 Company Application No. 124 of 2013 in Company Scheme Petition No. 234 of 2011 Order in the matter of Yamini Investment Company Limited.

part of the earlier identified 102 entities. These 102 entities had bought 57,884 shares (93.03% of market volume) and sold 33,629 shares (54.05% of market volume) of the Company during this patch. These entities had also traded 31,391, shares (50.46% of market volume) amongst themselves during this period. 9. The relevant details pertaining to top buyers and top sellers, who were identified to be part of connected entities, are given in the following tables. Top buyers during the period S. NO. CLIENT NAME GROSS BUY % OF GROSS BUY TO QUANTITY( NO OF MKT. VOLUME SHARES) 1. ARIES COMMERCIALS 13269 21.33 2. MKR TRADING PRIVATE LTD. 8356 13.43 3. SHRI RAM TRADERS 7677 12.34 4. NEPTUNE FINANCIAL ADVISORY PRIVATE LTD. 4002 6.43 5. MOONLIGHT UDYOG 3750 6.03 6. EXCELLENT FINANCIAL ADVISORY PRIVATE LTD. 3670 5.90 7. TOOR FINANCE COMPANY LTD. 2223 3.57 8. EMRALD COMMERCIAL LTD. 2000 3.22 9. DEVESHWAR REALTY PRIVATE LTD. 2000 3.22 TOTAL 46947 75.47 TOTAL MARKET VOLUME 62215 100.00

Top seller during the period S. NO. CLIENT NAME GROSS SELL % OF GROSS SELL TO MKT. VOLUME 1. HETAB S KANGAD (HUF) 9500 15.27 2. GOPAL BANSAL (HUF) 5718 9.19 3. JAMUNA RAMASUBRAMANIAM 4000 6.43 4. GOPAL BANSAL 3000 4.82 5. INDIA FINSEC LTD. 2000 3.22 6. ANSHU KATARUKA 2000 3.22 7. NIRMALABAI CHANDRAPRAKASH LADDHA 1900 3.05 TOTAL 28118 45.2 TOTAL MARKET VOLUME 62215 100.00

Order in the matter of Yamini Investment Company Limited.

10. Similarly, during the post stock-split period (i.e. February 19, 2015 to September 30, 2015), it was noticed that 8 out of the top 10 buyers were part of the 102 entities of the Madhur Group. It was also noticed that the 102 entities of Madhur Group bought 8,78,83,505 shares (75.46% of market volume) and sold 1,50,567 shares (0.13%of market volume). The relevant details pertaining to the top buyers and top sellers are given in the following tables: - Top buyers during the period GROSS BUY % OF GROSS BUY TO CLIENT NAME QUANTITY(NO MKT. VOLUME OF SHARES) E TRICKS ENTERPRISES PVT LTD 8922999 7.66 VEENIT BUILDERS PVT LTD 8905528 7.65 FORTUNATE INFRA DEVELOPERS PRIVATE LTD. 8499433 7.30 NATURAL INVESTMENT MANAGEMENT PVT LTD 8376501 7.19 OVERALL LOGISTICS PRIVATE LTD. 5338459 4.58 MKR TRADING PRIVATE LTD. 2568596 2.21 IMAGINE LOGISTICS PRIVATE LTD. 2441778 2.10 NICKY MARMO LTD. 2427665 2.09 TOTAL BY TOP 10 CLIENTS 52856569 45.39 REMAINING CLIENTS 63594037 54.61 TOTAL MARKET VOLUME 116450606 100.00

Top sellers during the period GROSS SELL QUANTITY (NO. % OF GROSS SELL TO MKT. CLIENT NAME OF SHARES) VOLUME HANS RAJ AGARWAL 3200000 2.75 TOTAL 3200000 2.75 TOTAL MARKET VOLUME 116450606 100.00

11. It was noted in the SCN that Madhur Group entities had substantial concentration on the buy side during both the pre-split and the post-split period. As for the sell side, major concentration was observed only during the pre-split period. It was also alleged that there were substantial trades amongst the entities of the group during the pre-stock split period, which was also the price rise period. The volume of the total trades done by the entire Madhur Group across the Investigation Period is given in the table below:-

Order in the matter of Yamini Investment Company Limited.

Trading by entities of Madhur Group (102 entities) TRADING AMONG MADHUR TRADING BY MADHUR GROUP GROUP TRADED GR. BUY % TO IP PERIOD GR. SELL % TO SHARES % GROSS BUY TOTAL GROSS SELL TRADED TOTAL MARKET TO TOTAL VOLUME MARKET VOLUME SHARES VOLUME MARKET VOLUME VOLUME PRE STOCK 57,884 93.03% 33,629 54.05% 31,391 50.46% SPLIT POST STOCK 8,78,83,505 75.46% 1,50,567 0.13% 1,39,221 0.12% SPLIT

12. I also note that the SCN alleges that 14 entities of the Madhur Group manipulated the price of the scrip during the Investigation Period. I further note from the SCN that out of the 2,455 entities who were allotted 52,33,26,400 shares of Yamini pursuant to the Scheme of Amalgamation, 1,112 allottees had sold 11,35,44,155 shares during the Investigation Period. It was alleged in the SCN that 27 out of these 1,112 allottees were connected to the Madhur Group. These connections were based on off market transactions executed between them. The said 27 allottees, I note, have been made Noticees in these proceedings. 13. Given the above, I note that the crux of the allegations made in the SCN can be summarised as under:

MODUS OPERANDI ALLEGED IN THE SCN 14. The connected entities of the Madhur Group (102 entities) traded in the scrip during the investigation and provided exit at an inflated price to certain shareholders of the Company. These shareholders had received shares of Yamini pursuant to a preferential allotment made as part of a Scheme of Amalgamation sanctioned by the Hon’ble Bombay High Court. In terms of the Scheme of Amalgamation, 2455 shareholders of the two unlisted companies – Anax and Fidelo – that merged with Yamini were allotted 8 shares of Yamini for every 10 shares held by them in the respective unlisted companies. Out of these 2455 entities, it was observed that 1112 entities had sold allotted shares during the Investigation Period. However, only 27 preferential allottees (including one entity, Gopal Bansal (HUF), which was allegedly part of the price manipulation also) whose connections with the Madhur Group could Order in the matter of Yamini Investment Company Limited.

be established during the investigation, have been made Noticees. I also note that out of 102 entities, allegedly part of the Madhur Group who had traded in the scrip during the Investigation Period, only 14 entities are alleged to have manipulated the price of the scrip, and further 29 entities who acted as counterparties providing exit to the shareholders (two entities are common – manipulated the price and also provided exit) have been made Noticees. Apart from the above 67 Noticees, a separate SCN was issued to two promoter entities for delays in filing certain disclosures and another entity – Aamir Memon (Aamir) - for manipulating the price of the scrip during the Investigation Period. I, however, note that the investigation has failed to establish any connection between Aamir and Madhur Group.

HEARING AND REPLIES OF THE NOTICEES 15. The details of the opportunities of personal hearings granted to the Noticees and replies filed are given in the table below: NOTICEE NAME HEARING DATE REPLY DATES NO. 1 MAHESHWARI FINANCIAL JULY 19, 2022 14/07/2022 SERVICES PRIVATE LTD. 2 AUTOLITE AGENCIES PVT. LTD. DID NOT AVAIL THE OPPORTUNITY OF NO REPLY HEARING JULY 20, 2022 3 TOOR FINANCE COMPANY LTD. 25/08/2021 4 STELLAR CAPITAL SERVICES LTD. DID NOT AVAIL THE OPPORTUNITY OF 26/08/2020 HEARING 5 PREMLAL ROY DID NOT AVAIL THE OPPORTUNITY OF NO REPLY HEARING 6 M/S ARIES COMMERCIALS JULY 19, 2022 03/08/2021AND 15/07/2022 7 M/S MOONLIGHT UDYOG JULY 19, 2022 29/07/2021 AND 15/07/2022 8 M/S SHRI RAM TRADERS JULY 19, 2022 04/08/2021 AND 15/07/2022 31/07/2020, 04/07/22 9 CHANDRAPRAKASH B. LADDHA JULY 13, 2022 AND 21/07/2022 24/08/2020,10/09/2020 10 ANSHU KATARUKA JULY 13, 2022 AND 29/07/2022, DID NOT AVAIL THE OPPORTUNITY OF 11 GOPAL BANSAL (HUF) HEARING 05/08/2020 DID NOT AVAIL THE OPPORTUNITY OF 12 HETAB S KANGAD (HUF) HEARING NO REPLY Order in the matter of Yamini Investment Company Limited.

VINDYAVASINI AGENCY PRIVATE DID NOT AVAIL THE OPPORTUNITY OF LTD. HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 14 MKR TRADING PRIVATE LTD. HEARING NO REPLY 15 FORTUNATE INFRA DEVELOPERS JULY 19, 2022 15/07/2022 PRIVATE LTD. 16 LINKUP VINTRADE PRIVATE LTD. JULY 19, 2022 30/07/2021 AND (RITVIKA) 15/07/2022 17 OMKARA DEALER PRIVATE LTD. JULY 19, 2022 08/08/2021 AND 15/07/2022 JULY 19, 2022 06/08/2021 AND 18 OVERALL LOGISTICS PVT LTD 15/07/2022 JULY 19, 2022 13/08/2021 AND 19 DACE EXIM PVT LTD 15/07/2022 20 IMAGINE LOGISTICS PRIVATE LTD. JULY 19, 2022 20/08/2020 AND 15/07/2022 JULY 19, 2022 NATURAL INVESTMENT 15/07/2022 21 MANAGEMENT PVT LTD JULY 19, 2022 05/08/2021 AND 22 DHIRGA MARKETING PVT LTD 15/07/2022 23 ECOSPACE INFOTECH PRIVATE JULY 19, 2022 26/08/20, 14/07/2021, LTD. 14/07/22, AND 22/07/2022, E TRICKS ENTERPRISES PRIVATE DID NOT AVAIL THE OPPORTUNITY OF 24 LTD. HEARING NO REPLY EVERBLINK AGENCY PRIVATE DID NOT AVAIL THE OPPORTUNITY OF 25 LTD. HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 12/08/2020 AND 26 HEADFIRST VINIMAY PRIVATE LTD. HEARING 21/12/2021 RICHI CONSULTANTS PRIVATE DID NOT AVAIL THE OPPORTUNITY OF 10/08/2020 AND 27 LTD. HEARING 18/12/2021 JULY 19, 2022 VIGHNAHARTA INFRA 15/07/2022 28 DEVELOPERS PVT LTD 29 VEENIT BUILDERS PRIVATE LTD. JULY 19, 2022 30/07/2021 AND 15/07/2022 VEEPRA REAL ESTATE JULY 19, 2022 3/08/2021 AND 30 CONSULTANTS PVT LTD 15/07/2022 31 GOODPOINT COMMODEAL JULY 19, 2022 30/07/2021 AND PRIVATE LTD. 15/07/2022 32 KRUSHANA INFRA PROPERTY JULY 19, 2022 16/08/2021 AND PRIVATE LTD. 15/07/2022 33 RAJPUTANA DIGITAL MEDIA PVT JULY 19, 2022 15/07/2022 LTD 34 GOLDENSIGHT COMMOTRADE JULY 19, 2022 18/08/2020, 14/07/2022 PRIVATE LTD. AND 22/07/2022 Order in the matter of Yamini Investment Company Limited.

JULY 19, 2022 15/07/2022 35 SURAKSHIT MERCHANTS PVT LTD SURABHI DEALMARK PRIVATE DID NOT AVAIL THE OPPORTUNITY OF 36 LTD. HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 37 SANSHIPT BROKING AND HEARING NO REPLY CONSULTANCY PRIVATE LTD. DID NOT AVAIL THE OPPORTUNITY OF 38 RAM YADAV HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 39 NICKY MARMO LTD. HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 40 OPTIMAL FARMS PRIVATE LTD. HEARING NO REPLY DID NOT AVAIL THE OPPORTUNITY OF 41 BIJ BUILDCON INDIA PRIVATE LTD. HEARING NO REPLY 42 SANJEEV GOEL OCTOBER 11, 2022 26/07/2021, 19/08/2022 AND 19/10/2022, 43 RAJNI GOEL OCTOBER 11, 2022 30/07/2020, 12/07/2021 19/08/2022,AND 17/10/2022, 44 SATVINDER KAUR OCTOBER 11, 2022 28/08/2020, 10/08/2022 AND 18/10/2022 45 HARVINDER SINGH OCTOBER 11, 2022 26/08/2020, 17/08/2022 AND 18/10/2022, 46 GURUPREET SANGLA OCTOBER 11, 2022 28/08/2020, 10/08/2022 AND 18/10/2022 47 AMIT KHANDELWAL OCTOBER 13, 2022 18/08/2022, 24/08/2022 AND 19/10/2022 48 RENU AGRAWAL OCTOBER 11, 2022 03/06/2021 AND 20/08/2022 49 SEEMA SANGLA OCTOBER 11, 2022 28/08/2020, 10/08/2022 AND 18/10/2022 50 ANKIT KHANDELWAL OCTOBER 13, 2022 13/08/2022, 18/08/2022 AND 19/10/2022 51 HARVINDER SINGH (HUF) OCTOBER 11, 2022 26/08/2020, 18/08/2022 AND 18/10/2022 52 KULDEEP KAUR OCTOBER 11, 2022 28/08/2020,17/08/2022 AND 18/10/2022 53 DR GYAN PRAKASH DECEMBER 16, 2022 23/12/2022 54 K ASHOK KUMAR (HUF) OCTOBER 13, 2022 18/08/2020 AND 21/10/2022 55 K ASHOK KUMAR OCTOBER 13, 2022 18/08/2020 AND 21/10/2022 56 MANJU RAI DID NOT AVAIL THE OPPORTUNITY OF NO REPLY HEARING Order in the matter of Yamini Investment Company Limited.

57 ASHOK KUMAR AASHISH BOHRA OCTOBER 13, 2022 02/11/2020 AND 21/10/2022 58 VIMALA BOHRA OCTOBER 13, 2022 18/08/2020, 31/07/2020 AND 21/10/2022 59 NISHA SHARMA DID NOT AVAIL THE OPPORTUNITY OF NO REPLY HEARING 60 SHUBHRA KHANDELWAL OCTOBER 13, 2022 13/08/2022, 18/08/2022 AND 19/10/2022 61 MAYA DEVI KHANDELWAL OCTOBER 13, 2022 13/08/2022 AND 19/10/2022 62 NIDHI KHANDELWAL OCTOBER 13, 2022 13/08/2022, 18/08/2022 AND 19/10/2022, 63 DROPADI DEVI OCTOBER 13, 2022 13/08/2022, 18/08/2022 AND 19/10/2022, 64 RAJEEV GOEL (HUF) JULY 19, 2022 28/07/2020, 10/09/21, 30/06/22, 21/07/2022 AND 26/07/2022 65 HANS RAJ AGARWAL OCTOBER 11, 2022 1/08/2020 AND 20/08/2022 66 ASHOK SNEHA BOHRA OCTOBER 13, 2022 31/07/2020,18/08/2021 AND 21/10/2022 67 RAHUL GOEL JULY 19, 2022 28/07/2020, 10/09/21, 30/06/22, 21/07/2022 AND 26/07/2022 68 AAMIR MEMON JULY 19, 2022 04/06/2021 AND 19/07/22

DID NOT AVAIL THE OPPORTUNITY OF 21/02/2019, 10/02/2020 69 SURBHI INFRA PROJECT PVT. LTD. HEARING AND 12/02/2020 DID NOT AVAIL THE OPPORTUNITY OF 70 MADHUR BUILDCON PVT. LTD. HEARING 23/02/2019

16. It is noted from the replies that most of the Noticees have contended that the present proceedings are vitiated by the delay on the part of SEBI in concluding the proceedings. In support of this contention, the Noticees have relied upon certain decisions of the Hon’ble Supreme Court and Hon’ble Securities Appellate Tribunal. As this contention has been raised by multiple Noticees, it is being addressed as a preliminary issued. The other arguments made on behalf of the Noticees are summarized below:

Order in the matter of Yamini Investment Company Limited.

NOTICEE 1: MAHESHWARI FINANCIAL SERVICE PVT. LTD. i. It was submitted that there was a change in management of the Company in 2014, and the allegations in the SCN pertain to the period when the earlier management was in charge of the affairs of the Company. ii. The Noticee submitted that its name does not figure in the list of top buyers and sellers during the IP brought out in the SCN. iii. Noticee stated that it was alleged in the SCN that one of the erstwhile Directors of the Noticee (Purushottam Agarwal) was also a Director of Omakara Dealers Pvt. Ltd., Surakshit Merchants Pvt. Ltd., and Madhur Buildcon Pvt. Ltd. Noticee contented that just because Madhur was one of the promoters of Yamini, the SCN has sought to portray that all entities where Purushottam Agarwal was a Director was also connected to Yamini without providing any evidence to establish such a charge. iv. It was submitted that the Noticee had only purchased 100 shares of Yamini during the IP. The transaction was carried out on September 11, 2013 at a price of Rs. 124.05. Noticee submitted that as per the SCN total average traded volume during the period was 3,147 shares and therefore, the trades of the Noticee constituted only a miniscule proportion of the total traded volume during this period. v. Noticee submitted that the transaction undertaken by the Noticee only resulted in a 0.57% increase in the price of the scrip. vi. It was also submitted that Mr. Agarwal was only an independent Director in the Company and ceased to be a Director from March 25, 2015. NOTICEE 3 – TOOR FINANCE i. It was submitted that there was a change in management of the Company with effect from May 24, 2014 and the allegations in the SCN pertain to the period when the earlier management was in charge of the affairs of the Company. ii. It was submitted that the Company, in its present form, is not associated with Madhur Group in any form or manner. NOTICEE 4- STELLAR CAPITAL SERVICE LTD. i. Noticee denied that it was part of Madhur Group ii. The Noticee submitted that it was trading in multiple scrips during the Investigation Period. It was also contended that all the trades undertaken by it in the scrip of Yamini were in the ordinary course of business.

Order in the matter of Yamini Investment Company Limited.

iii. In respect of sharing the same office with Stellar, Fortunate and Toor, it was submitted that space in the said office complex was shared by multiple companies. It was also submitted that each company was allotted a cabin, and therefore multiple companies shared the same office address. As regards the connection drawn on the basis that Noticee’s Director, Sanjeev Kumar Arya, was a Director of Tia Enterprise, where Sushil Kumar Sharma was also a Director, it was stated that Mr Arya had no influence or control over the actions of Stellar Capital. iv. In respect of the allegation that Noticee had contributed to the positive LTP during Patch 1, it was submitted that it would always be the endeavour of the seller to sell at the best possible price. v. It was submitted that the Noticee was not connected to any of the counterparties to its trades. NOTICEE 6 ARIES COMMERCIAL i. The Noticee submitted that it was trading in multiple scrips during the Investigation Period. It was also contended that all the trades undertaken by it in the scrip of Yamini were in the ordinary course of business. ii.

It was submitted that even prior to its trading in shares of Yamini, the price of the scrip had moved from Rs. 121.65 on September 10, 2013 to Rs. 470 as of May 11, 2014. iii. It was submitted that no adverse inference could be drawn just on the basis of off market trades undertaken with Excellent, Neptune, Satish Kumar, Sulabh Investment, Dhansakti and Premlal. iv. It was similarly contented that even though they had a common address with Samrat, Shri Ram Traders and Komalis, Noticee was financially independent of the said entities. A similar contention was raised with respect to the observation in the SCN that the Noticee had shared a common phone number with another entity connected to Madhur Group. v. It was further submitted that even as per SEBI’s own data, out of 39 trades undertaken by the Noticee in the scrip during the IP, only 11 contributed to positive LTP, whereas 6 caused negative LTP, and 22 were at zero LTP. vi. The 39 trades of the Noticee were with 20 counterparties. An adverse inference is being sought to be drawn against the Noticee on the basis of two trades with Anshu Kataruka. vii.

It was also submitted that the SCN failed to establish any connection between the Noticee and the counterparties. Order in the matter of Yamini Investment Company Limited.

NOTICEE 7 MOONLIGHT UDYOG i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in other scrips also during the Notice period. ii. It was submitted that even prior to its trading in shares of Yamini, the price of the scrip had moved from Rs. 121.65 on September 10, 2013 to Rs. 468 as of June 06, 2014. iii. It was submitted that the connection sought to be made with other entities based on off-market transfers with Surakshit and Sanjeev Kumar Aggrawal is farfetched. iv. It was submitted that no adverse inference could be drawn only because the Noticee and Samrat had the same proprietor viz. Sanjeev Kumar Aggrawal. v. It was further submitted that even as per SEBI’s own data, out of 10 trades undertaken by the Noticee in the scrip during the IP, only 2 contributed to positive LTP, whereas 1 caused negative LTP, and 7 were at zero LTP. vi. The 10 trades of the Noticee were with 5 counterparties. An adverse inference is being sought to be drawn against the Noticee on the basis of one trade with Hetab S. Kangad HUF wherein there was an impact of Rs. 1 to the positive LTP. NOTICEE 8 SHRI RAM TRADERS i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in other scrips also during the Notice period. ii. It was submitted that even prior to its trading in shares of Yamini, the price of the scrip had moved from Rs. 121.65 on September 10, 2013 to Rs. 356.45 as of February 02, 2014. iii. Noticee denied the allegation in the SCN that it was part of Madhur Group. iv. It was submitted that the connection sought to be made with other entities based on off-market transfers is farfetched. v. In respect of the allegation that it had a common address with Samrat, Aries and Komalis, it was stated that the Noticee was financially independent of the said companies and took its trading decisions independently. vi. It was submitted that merely because the Noticee bought shares in the pre-stock split period, it cannot be inferred that the Noticee had created artificial volumes in the scrip. vii. It was submitted that as per the SCN, the LTP impact of the Noticee is Rs. -1.6, i.e. negative impact on the LTP. Therefore, the allegation of positive LTP contribution cannot be fastened onto the Noticee.

Order in the matter of Yamini Investment Company Limited.

viii. It was further submitted that even as per SEBI’s own data, out of 16 trades undertaken by the Noticee in the scrip during the IP, only 3 contributed to positive LTP, whereas 3 caused negative LTP, and 10 were at zero LTP. ix. The 16 trades of the Noticee were with 14 counterparties. An adverse inference is being sought to be drawn against the Noticee on the basis of two trades with Hetab S. Kangad HUF wherein there was an impact of Rs. 4.9 to the positive LTP. x. The Noticee denied that it was connected to Hetab S. Kangad HUF in any manner. Further, it was also submitted that there was no allegation in the SCN that the Noticee was connected to any of the counterparties to its trade. NOTICEE 9 - CHANDRAPRAKASH BALKISANJI LADDHA i. The Noticee submitted that the SCN alleges that the Noticee was involved in manipulating the price of the shares of Yamini without providing any evidence to substantiate the charge. ii. Noticee had purchased 1900 shares in an off market transaction with Neptune Financial on April 2, 2013. The transaction was undertaken based on the advice of a financial advisor. iii. The allegation of being connected to Madhur Group, the Noticee submitted, was made merely based on the fact that Noticee purchased shares off-market from Neptune and on the basis that Noticee is connected to Nirmalbhai, who it was submitted was the Noticee’s wife, through a common mobile number. iv. Noticee further pointed out that both Neptune and his wife have not been made Noticees in these proceedings. v. The off market purchase of shares by the Noticee was made in compliance with the applicable legal provisions. vi. There is no evidence presented to show collusion between the Noticee and the counterparties to the sell trades undertaken by the Noticee. vii. The sell trades undertaken by the Noticee were at the market price prevailing at the time the respective orders were placed. viii. SCN fails to bring out any connection between the Noticee and the counterparty sellers. NOTICEE 10 ANSHU KATARUKA i. It was submitted that other than an instance of an off market trade, the SCN fails to provide any evidence to substantiate the charge that the Noticee was part of Madhur Group. Order in the matter of Yamini Investment Company Limited.

ii. SCN fails to bring out any connection between the Noticee and the counterparty sellers iii. Noticee was holding 2000 shares in Yamini (Post Split), which was acquired from Premlal Roy (Noticee 5), who had informed her about huge potential for returns from the shares of Yamini. iv. Noticee had sold the shares on November 13, 2014. The shares were sold as she was getting an exit price where she could make profits. v. Noticee is not part of Madhur Group. vi. Noticee was not involved in the manipulation of the price of the scrip of Yamini. The only allegation against the Noticee in this regard is that Noticee’s name appears among the list of top ten sellers in the scrip. vii. There is no allegation in the SCN that the Noticee was involved in the creation of a new high price or contributed to the LTP increase. viii. The sell transaction of the Noticee only contributed 3.22% of the market volume in the scrip at BSE. NOTICEE 11- GOPAL BANSAL HUF i. Noticee denied the allegation in the SCN that it was part of Madhur Group. ii. It was submitted that the Noticees trading in the scrip was limited to 7 days during the IP iii. Noticee submitted that the trading in the scrip of Yamini was undertaken in the normal course, and it had also traded in other scrips also during the Investigation Period. iv. It was submitted that pursuant to the Scheme of Amalgamation, the Noticee was allotted 5,60,000 shares of Yamini in lieu of 7,00,000 shares of Fidelo held by it. Noticee stated that it continues the hold the said shares even to date. v. Noticee also submitted that prior to the Scheme, the Noticee was already holding 10,200 shares of Yamini. The said shares, the Noticee submitted, were sold by it between October 22, 2013 and March 24, 2015. vi. In respect of the allegation that Gopal Bansal, the Karta of the HUF, was a Director of Toor Finance, it was submitted that he was an independent Director of Toor during the period August 25, 2007 and June 28, 2008 i.e. almost 6 years prior to the IP. vii. It was stated that Toor Finance had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently.

Order in the matter of Yamini Investment Company Limited.

viii. Noticee submitted that its Karta Gopal Bansal was an executive Director of India Finsec Ltd. In respect of the off-market transfers between India Finsec Ltd. and Premlal Roy, it was submitted that sometime in October 2013 Gopal Bansal received enquiries from MSB E-Trade Securities Ltd., a stockbroker, stating that another stock broker Premlal Roy is enquiring as to whether India Finsec Ltd. wanted to sell their holding in Yamini to the extent of 2000 shares at the prevailing market price. Considering that the price offered was reasonable and there were not many buyers in the market for the said scrip, India Finsec Ltd. entered into the said transaction. It was submitted that this was an independent transaction entered into by India Finsec Ltd., and the Noticee was not connected to it in any manner. ix. Noticee submitted that merely because they featured in the Top Sellers during the pre-split period, no adverse inference can be drawn against them. x. It was also submitted that there were multiple counterparties to their trades, and they had no connection with the said entities. xi.

In respect of the allegation that they had contributed to the positive LTP, it was submitted that it would always be the endeavour of sellers to sell at the best possible price. It was submitted that during Patch II they had sold shares on two days – August 5, 2014 (618 shares) and February 9, 2015 (5000 shares). Noticee submitted that on February 9, 2015, they had placed a sell order at 11:36.23 for a sale price of Rs. 523.40. The said sale order fructified into three different trades at 11:40:21 (185 shares), 14:40:44 (4460 shares) and 13:35:21 (355 shares). Based on the same, it was submitted that the sale price of the Noticee was static, and they were not progressively increasing it. NOTICEE 15: FORTUNATE INFRA DEVELOPERS PVT. LTD. i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had also traded in 3 other scrips also during the Investigation Period. ii. Noticee denied the allegation in the SCN that it was part of Madhur Group. iii. As regards the connection drawn on the basis that Noticee’s Director, Purushotam Agrawalis, was also a Director of Omkara Dealers Pvt. Ltd., Surakshit Merchants Pvt. Ltd., Toor Finance Company, Maheshwari Financials and Madhur Buildcon Pvt. Ltd., it was stated that said companies had no influence or control over the actions of Noticee.

It was also stated that the Noticee was financially independent and took its trading decisions independently.

Order in the matter of Yamini Investment Company Limited.

iv. Noticee denied the allegation that it facilitated the exit of 27 preferential allottees. It was submitted that the Noticee was not aware of the identity of its counterparties and the transactions were entered over the exchange platform. v. It was also submitted that there were 359 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and SEBI has alleged that trades with 20 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business. NOTICEE 16- LINKUP VINTRADE PVT. LTD. (NOW: RITWIKA CREATIONS PVT. LTD.) i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had also traded in 4 to 5 other scrips also during the Investigation Period. ii. It was submitted that prior to the commencement of its trading in shares of Yamini on June 02, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 540 (unadjusted with the stock split) iii.

Noticee denied the allegation in the SCN that it was part of Madhur Group. iv. As regards the connection drawn on the basis that Noticee’s Directors, Monika Agarwal and Ashwini Kumar Agarwal, were Directors of certain other connected entities, it was stated that said companies had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently. v. Noticee denied the allegation that it facilitated the exit of 27 preferential allottees. It was submitted that the Noticee was not aware of the identity of its counterparties, and the transactions were entered over the exchange platform. vi. It was also submitted that there were 360 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and SEBI has alleged that trades with 17 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business.

NOTICEE 17 – OMKARA DEALERS PVT. LTD. i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had also traded in 4 other scrips also during the Investigation Period.

Order in the matter of Yamini Investment Company Limited.

ii. It was submitted that prior to the commencement of its trading in shares of Yamini on June 02, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 487 (unadjusted with the stock split) iii. Noticee denied the allegation in the SCN that it was part of Madhur Group. iv. As regards the connection drawn on the basis that Noticee’s Directors, Nityanand Thakur and Rajib Kumar Sharma, were Directors of Rajpurana Digital Media Pvt. Ltd, it was stated that said company had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently. v. Noticee denied the allegation that it facilitated the exit of the 27 allottees. It was submitted that the Noticee was not aware of the identity of its counterparties, and the transactions were entered over the exchange platform. NOTICEE 23- ECOSPACE INFOTECH PVT. LTD. i. Noticee denied the allegation that it was part of Madhur Group. ii. It was submitted that the SCN failed to bring out any connection between the Noticee and the counterparty sellers iii. Noticee submitted that the trades of the Noticee in the scrip had matched with 127 counterparties, and SEBI has made few of the said counterparties Noticees in these proceedings. iv. It was submitted that only 1112 among the 2455 allottees had sold shares (11,35,44,155 shares) during the Investigation Period. Out of the said 1112 allottees, only 27 have been linked to the Madhur Group in the SCN. v. There is no allegation of structured trades between members of the Madhur Group in the SCN. vi. SCN states that post the stock split, only .12% of the market volume was traded among members of the Madhur Group. vii. SEBI has not taken action against entities that were not part of Madhur Group and whose contribution to LTP was less than 5%. However, in the case of the Noticee, even though they had contributed only .09% of the total market volume, it has been made a Noticee. viii. SCN does not delve into how the Noticees matched their trades with the selling allottees when there is no allegation of synchronised trades in the SCN. ix. No allegation in the SCN that the Noticee was funded by certain other entities.

Order in the matter of Yamini Investment Company Limited.

x. The shares sold by the 27 amalgamation allottees constituted only 6.24% of the total market volume. xi. SEBI has not made the 102 entities which allegedly constitute the Madhur Group Noticees in these proceedings. HEADFIRST VINIMAY PVT LTD- NOTICEE 26 i. The reply was jointly filed by Pratap Chakraborty and Tanmoy Roy, Directors of the Noticee. They submitted that the Noticee was stuck off from the register by MCA. RICHI CONSULTANTS PVT. LTD.- NOTICEE 27 i. The Company denied the allegations raised in the SCN and communicated that it had appointed Vikas Bengani, Advocate, to represent it before SEBI. ii. The reply was jointly filed by Naga Kali Sundrapu and Tapan Dalui, Directors of the Noticee. They submitted that the Noticee was stuck off from the register by MCA. VIGHNAHRTA INFRA DEVELOPERS PVT LTD- NOTICEE 28 i. Noticee submitted that during the Investigation Period, it had traded in more than 4 scrips. ii. Noticee had purchased the shares of Yamini using its own funds. The payouts received pursuant to the sale of shares were used for their own business and were not transferred to any third party. iii. Noticee denied the allegation in the SCN that it was part of Madhur Group. iv. In respect of the connection drawn in the SCN based on (1) Surendra Sharma, who was a Director of the Noticee, also being a Director of Krushuna Infra Property Pvt. Ltd., Dace Exim Pvt. Ltd. and Kuber Dealcom Pvt. Ltd. and (2) having common address with Surakshit Mercantile Pvt. Ltd. and Krushna Infra Property Pvt. Ltd., it was submitted that no adverse inference could be drawn based on the same as the Noticee was not financially connected to the said companies. v. Noticee had traded only on the buy side and not on the sell side/ vi. Noticee denied the allegation that it had facilitated the exit of the amalgamation allottees. It was submitted that out of the 13 counterparties who they had traded within the scrip, only two were amalgamation allottees. NOTICEE 29- VEENIT BUILDERS PVT LTD i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in 4 to 5 other scrips also during the IP. Order in the matter of Yamini Investment Company Limited.

ii. Denied the allegation that it was part of Madhur Group. iii. It was submitted that even prior to its trading in shares of Yamini on August 04, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 540 (unadjusted with the stock split) iv. It was also submitted that there were 360 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and the SEBI has alleged that trades with 17 of the said counterparties were with a view to providing an exit to the amalgamation allottees. It was argued by the Noticee that the presence of the huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business.

NOTICEE 30 - VEEPRA REAL ESTATE CONSULTANT PVT LTD i. Noticees submitted that it had traded in the scrip of Yamini in the normal course. ii. It was submitted that the Noticee had traded in more than 4 other scrips also during the IP. iii. Noticee denied the allegation that it was part of Madhur Group. iv. It was submitted that even prior to its trading in shares of Yamini on June 08, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 618 (unadjusted with the stock split) v. It was also submitted that there were 92 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and the SEBI has alleged that trades with 3 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business. NOTICEE 31 - GOODPOINT COMMODEAL PVT. LTD. i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in more than 5 other scrips also during the IP. ii. Noticee denied the allegation that it was part of Madhur Group. iii. It was submitted that even prior to its trading in shares of Yamini on July 23, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 487 (unadjusted with the stock split)

Order in the matter of Yamini Investment Company Limited.

iv. As regards the connection drawn on the basis that Noticee’s Directors Nityanand Thakur and Rajib Kumar Sharma were Directors of Rajputana Digital Media Pvt. Ltd., it was stated that said company had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently. v. It was also submitted that there were 66 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and the SEBI has alleged that trades with 3 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business.

NOTICEE 32 - KRUSHANA INFRA PROPERTY PVT LTD i. The Noticee submitted that the proceedings are vitiated by delay and laches ii. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in more than 4 other scrips also during the IP. iii. It was submitted that even prior to its trading in shares of Yamini on August 04, 2015, the price of the scrip had moved from Rs. 121 on September 10, 2013 to Rs. 540 (unadjusted with the stock split) iv. In respect of the connection drawn in the SCN based on Surendra Sharma, who was a Director of the Noticee and also a Director of certain other connected entities, it was submitted that no adverse inference could be drawn based on the same as the Noticee was not financially connected to the said companies. v. It was also submitted that there were 108 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and the SEBI has alleged that trades with 2 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business. NOTICEE 33 RAJPUTANA DIGITAL MEDIA PVT LTD i. Noticees had traded in the scrip of Yamini in the normal course. ii. Denied the allegation that it was part of Madhur Group.

Order in the matter of Yamini Investment Company Limited.

iii. As regards the connection drawn on the basis that Noticee’s Directors Nityanand Thakur and Rajib Kumar Sharma were Directors of Goodpoint Commodeal Pvt. Ltd, it was stated that said company had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently. iv. It was also submitted that there were 66 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and the SEBI has alleged that trades with 3 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business. NOTICEE34 GOLDENSIGHT COMMOTRADE PVT LTD. i. The Noticee denied the allegation that it was part of Madhur Group. ii. SCN fails to bring out any connection between the Noticee and the counterparty sellers iii. The trades of the Noticee in the scrip had matched with 127 counterparties, and SEBI has made few of the said counterparties Noticees in these proceedings. iv. It was submitted that only 1112 among the 2455 allottees had sold shares (11,35,44,155 shares) during the Investigation Period. Out of the said 1112 allottees, only 27 have been linked to the Madhur Group in the SCN. v. There is no allegation of structured trades between members of the Madhur Group in the SCN. vi. SCN states that post the stock split, only .12% of the market volume was traded among members of the Madhur Group. vii. SEBI has not taken action against entities that were not part of Madhur Group and whose contribution to LTP was less than 5%. However, in the case of the Noticee, even though it had contributed only.21% of the total market volume, it has been made a Noticee. viii. SCN does not delve into how the Noticees matched their trades with the selling allottees when there is no allegation of synchronised trades in the SCN. ix. No allegation in the SCN that the Noticees were funded by certain other entities. x. The shares sold by the 27 amalgamation allottees constituted only 6.24% of the total market volume.

Order in the matter of Yamini Investment Company Limited.

xi. SEBI has not made the 102 entities which allegedly constitute the Madhur Group Noticees in these proceedings. NOTICEE 35 – SURAKSHIT MERCHANTS i. Noticees had traded in the scrip of Yamini in the normal course. Noticee had traded in more than 6 other scrips also during the IP. ii. As regards the connection drawn on the basis that Noticee’s Director, Purushotam Agrawalis, is also a Director of Omkara Dealers Pvt. Ltd., Fortune Infra Developers Pvt. Ltd., Toor Finance Company, Maheshwari Financials and Madhur Buildcon Pvt. Ltd., it was stated that said companies had no influence or control over the actions of Noticee. It was also stated that the Noticee was financially independent and took its trading decisions independently. iii. It was also submitted that there were 75 counterparties to the trades executed by the Noticee in the scrip of Yamini during the IP, and SEBI has alleged that trades with 12 of the said counterparties were with a view to providing exit to the amalgamation allottees. It was argued by the Noticee that the presence of a huge number of counterparties to their trade would show that the trades undertaken by the Noticee were done in the ordinary course of business. NOTICEE 42- SANJEEV GOEL i. It was submitted that he had purchased shares of Uniglory Developers Ltd. (Uniglory) based on advice given by Mr. Pawan, who was a close friend. Mr. Pawan had arranged for 2,00,000 shares of Uniglory in an off market transaction with Aengus Power and Infra Ltd in 2013. Thereafter, in 2015, Pawan informed me that Sulabh was interested in purchasing the shares I held in Uniglory, and accordingly, the transaction was entered into. It was accordingly submitted that the connection sought to be drawn in the SCN between him and Sulabh was farfetched. ii. Noticee submitted that he had purchased the shares of Anax and Fidelo, also based on the advice of Mr. Pawan. He had arranged for 12,50,000 shares of Fidelo from Surya Build Pro Pvt. Ltd and 11,50,000 shares of Anax from Sunil Jain HUF and Udit Jain. Subsequently, pursuant to the scheme, the Noticee was allotted 19,20,000 shares of Yamini in lieu of his shares in Anax and Fidelo. iii. It was submitted that only 1112 among the 2455 allottees had sold shares (11,35,44,155 shares) during the Investigation Period. Out of the said 1112 allottees, only 27 have been linked to the Madhur Group in the SCN.

Order in the matter of Yamini Investment Company Limited.

iv. Noticee submitted that the allegation of price manipulation was levelled only against Noticee 1 to 14 in the SCN, and the said Noticees were not counterparties to his trade. v. It was further submitted that the Noticee’s trades were spread over 19 days (134 trades), and his volume was insignificant (0.58%) compared to the total market volume. vi. The Noticee submitted that he still owns 12,41,500 shares of Yamini. It was contended that if he had any mala fide intentions, then he would have sold his entire holding during the Investigation Period. vii. Noticee reiterated that he was not connected to any of the counterparties to his trade. NOTICEE 43 - RAJNI GOEL i. It was submitted that she had purchased shares of Uniglory Developers Ltd. (Uniglory) based on the advice given by Mr. Pawan, who was her husband’s friend. Mr. Pawan had arranged for 2,00,000 shares of Uniglory in an off market transaction with Aengus Power and Infra Ltd in 2013. Thereafter, in 2015, Pawan informed the Noticee’s husband that Sulabh was interested in purchasing the shares she held in Uniglory, and accordingly, the transaction was entered into. It was accordingly submitted that the connection sought to be drawn in the SCN between her and Sulabh was farfetched. ii. Noticee submitted that she had purchased the shares of Anax and Fidelo, also based on the advice of Mr. Pawan. He had arranged for 12,50,000 shares of Fidelo from Surya Build Pro Pvt. Ltd and 13,50,000 shares of Anax from Sunil Jain, Kapil Arun Aggarwal and Kapil Kumar Agarwal. Subsequently, pursuant to the scheme, the Noticee was allotted 20,80,000 shares of Yamini in lieu of her shares in Anax and Fidelo. iii. It was submitted that only 1112 among the 2455 allottees had sold shares (11,35,44,155 shares) during the Investigation Period. Out of the said 1112 allottees, only 27 have been linked to the Madhur Group in the SCN. iv. Noticee submitted that the allegation of price manipulation was levelled only against Noticee 1 to 14 in the SCN, and the said Noticees were not counterparties to her trade. v. It was further submitted that the Noticee’s trades were spread over 5 days (39 trades), and her volume was insignificant (0.25%) compared to the total market volume.

Order in the matter of Yamini Investment Company Limited.

vi. The Noticee submitted that she still owns 17,84,000 shares of Yamini. It was contended that if she had any mala fide intentions, then she would have sold her entire holding during the Investigation Period. vii. Noticee reiterated that she was not connected to any of the counterparties to her trade. NOTICEE 44 SATVINDER KAUR i. It was submitted that the decision to invest in the shares of Anax in 2012 was taken by her husband, Mr. Harvinder Singh, based on the advice of one Mr. M.C. Jain. ii. Based on the said advice, the shares were purchased in an off market transaction and it was M.C. Jain who had arranged 1,00,000 shares of Anax. Thereafter, there was 1:10 stock split in the shares of Anax, and consequently, her shareholding increased to 10,00,000. iii. Pursuant to the Scheme of Amalgamation, she was allotted 8,00,000 shares of Yamini in lieu of her shareholding in Anax. iv. It was submitted that only 1112 among the 2455 allottees had sold shares (11,35,44,155 shares) during the Investigation Period. Out of the said 1112 allottees, only 27 have been linked to the Madhur Group in the SCN. v. Noticee submitted that the allegation of price manipulation was levelled only against Noticee 1 to 14 in the SCN, and the said Noticees were not counterparties to her trade. vi. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. Noticee submitted that she had acquired shares of Anax in 2012 much prior to the said transaction with Mould. vii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt. Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between her and the said entities. viii. Noticee denied the allegation that she was part of Madhur Group. ix. Noticee submitted that she was not in any manner connected to the counterparties to her trade in the scrip of Yamini. x. It was submitted that the Noticee had sold 2,27,020 shares of Yamini during the IP, and the said sale was spread over a period of 9 days. Noticee submitted that her

Order in the matter of Yamini Investment Company Limited.

shares constituted only 0.19% of the total traded volume in the scrip of Yamini during the IP. xi. Noticee submitted that her trading in the scrip was at the prevailing market price. NOTICEE 45 – HARVINDER SINGH i. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. ii. Noticee submitted that he had acquired shares of Anax in 2012 much prior to the said transaction with Mould. iii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt. Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between him and the said entities. iv. It was submitted that the Noticee had sold 2, 22,460 shares of Yamini during the IP, and the said sale was spread over a period of 10 days. Noticee submitted that her shares constituted only 0.19% of the total traded volume in the scrip of Yamini during the IP. v. Noticee submitted that he was not in any manner connected to the counterparties to his trade in the scrip of Yamini. NOTICEE 46 - GURUPREET SANGLA i. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. Noticee submitted that he had acquired shares of Anax in 2012 much prior to the said transaction with Mould. ii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt. Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between him and the said entities. iii. It was submitted that the Noticee had sold 2,03,480 shares of Yamini during the IP, and the said sale was spread over a period of 10 days. Noticee submitted that her shares constituted only 0.17% of the total traded volume in the scrip of Yamini during the IP.

Order in the matter of Yamini Investment Company Limited.

NOTICEE 47 - AMIT KHANDELWAL i. It was submitted that in the trade and order log provided to the Noticee, his trades were not specifically segregated. ii. It was submitted that his sale of 1,60,000 shares only represented 0.13% of the total traded volume in the scrip during the IP. iii. Noticee submitted that SCN seeks to connect him with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) from an entity called Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was connected the said transaction cannot form the basis for alleging that he was connected with Madhur Group. iv. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 48 - RENU AGARWAL i. Noticee submitted that she was not related to any of the other entities mentioned in the SCN other than Noticee 65 Hans Raj Agarwal, who was Noticee’s husband. ii. Noticee submitted that she was not connected to any of the counterparties. iii. Noticee denied the allegation that she was part of Madhur Group. It was submitted that the only evidence provided in the SCN to substantiate the allegation that she was connected to Madhur Group was one instance of an off market transfer in a non- Yamini scrip with Prem Lal Roy. iv. It was submitted that she had acquired shares of Anax directly from the Company. NOTICEE 49 – SEEMA SANGLA i. The Noticee submitted that the proceedings are vitiated by delay and laches. ii. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. Noticee submitted that he had acquired shares of Anax in 2012 much prior to the said transaction with Mould. iii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt.

Order in the matter of Yamini Investment Company Limited.

Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between him and the said entities. iv. It was submitted that the Noticee had sold 1,54,980 shares of Yamini during the IP, and the said sale was spread over a period of 8 days. Noticee submitted that her shares constituted only 0.13% of the total traded volume in the scrip of Yamini during the IP. NOTICEE 50 – ANKIT KHANDELWAL i. The Noticee submitted that the proceedings are vitiated by delay and laches. ii. It was submitted that in the trade and order log provided to the Noticee, his trades were not specifically segregated. iii. It was submitted that his sale of 1,45,000 shares only represented 0.12% of the total traded volume in the scrip during the IP. iv. Noticee submitted that SCN seeks to connect him with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) from an entity called Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was connected the said transaction cannot form the basis for alleging that he was connected with Madhur Group. v. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 51 - HARVINDER SINGH (HUF) i. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. Noticee submitted that he had acquired shares of Anax in 2012 much prior to the said transaction with Mould. ii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt. Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between him and the said entities. iii. It was submitted that the Noticee had sold 1,40,080 shares of Yamini during the IP, and the said sale was spread over a period of 7 days. Noticee submitted that her

Order in the matter of Yamini Investment Company Limited.

shares constituted only 0.12% of the total traded volume in the scrip of Yamini during the IP. iv. Noticee submitted that he was not in any manner connected to the counterparties to his trade in the scrip of Yamini.

NOTICEE 52 - KULDEEP KAUR i. It was submitted that the connection sought to be made between the Noticee and Mould Trading Pvt. Ltd. based on one-off market trade in the shares of RMCL was farfetched. Noticee submitted that he had acquired shares of Anax in 2012 much prior to the said transaction with Mould. ii. It was submitted that as per the SCN, Mould was connected to Trucklink Vinimay Trading Pvt. Ltd., Direct Mercantile Company Pvt. Ltd. and Sahanbhuti Agencies Pvt. Ltd., all of which were alleged to be part of Madhur Group. Noticee submitted that SCN fails to identify any connection between him and the said entities. iii. It was submitted that the Noticee had sold 1,39,980 shares of Yamini during the IP, and the said sale was spread over a period of 7 days. Noticee submitted that her shares constituted only 0.12% of the total traded volume in the scrip of Yamini during the IP. iv. Noticee submitted that he was not in any manner connected to the counterparties to his trade in the scrip of Yamini. NOTICEE 53 - GYAN PRAKASH RAI i. Noticee submitted that around February 2014, he had purchased 1,00,000 shares of Anax for a consideration of Rs. 1,00,000 based on the advice of his son Amit Rai. It was also submitted that his son passed away on October 24, 2018, and therefore the Noticee now has no way to verify the reason why the said scrip was recommended. ii. It was submitted that pursuant to the Scheme of Amalgamation, the Noticee was allotted 80,000 shares of Yamini. The said shares were sold through the stock exchange platform on June 24, 2015. iii. Noticee denied the allegation in the SCN that he was connected to Madhur Group. iv. It was submitted that he was made a Noticee in the proceedings only because some of his sell trades matched with two other Noticees (Noticee 38 and 40) in these proceedings. It was submitted that it was a mere coincidence that the said Noticees were counterparties to his sell trades. Order in the matter of Yamini Investment Company Limited.

v. Noticee also contended that there is no allegation in the SCN that he was connected to the counterparties to his trade. vi. As regards the connection drawn in the SCN with Premlal Roy based on one instance of off market transaction in the scrip of M.P Polypropene Ltd., it was submitted that he vaguely remembers undertaking the said transaction in 2013. It was also submitted that he did not personally know Mr. Roy. Further, it was submitted that there was any manipulative intent in the trades executed in the scrip of M.P Polypropene Ltd. NOTICEE 54- K ASHOK KUMAR (HUF), NOTICEE 55 (K ASHOK KUMAR) NOTICEE 57 (ASHOK KUMAR ASHISH BOHRA), NOTICEE 58 (VIMALA BOHRA) AND NOTICEE 66 (ASHOK SNEHA BOHRA) i. It was submitted that the connection sought to be made in the SCN between the Noticees and one Sanjeev Kumar Agarwal based on off market transfer in the scrip of RCL Retail Ltd. Noticee, however, denied undertaking the said transaction. It was also pointed out that the PAN of Mr. Agarwal, as per the SCN, was AAUFM6247N. Noticee submitted that the said number could not be the PAN of Mr. Agarwal as the alphabet “F” in the number would indicate that the said PAN would belong to a partnership firm and not an individual. ii. It was submitted that even otherwise, the basis of connection of the Noticees with Sanjay Kumar Agarwal is perverse as Mr. Agarwal has not been made a party to these proceedings. iii. Noticees’ submitted that out of 8,00,000 shares held by them in the scrip of Yamini, they could only sell 4,12,000 shares. Hence, it was argued that the allegation against the Noticees that they had made wrongful gains is without merit. iv. It was also submitted that the average price at which the Noticees had sold their way below the highest closing price of the scrip during the patch in which they had sold shares. NOTICEE 60 - SHUBHRA KHANDELWAL i. The Noticee submitted that the proceedings are vitiated by delay and laches. ii. It was submitted that in the trade and order log provided to the Noticee, her trades were not specifically segregated. iii. It was submitted that the Noticees sale of 50,000 shares only represented 0.04% of the total traded volume in the scrip during the IP.

Order in the matter of Yamini Investment Company Limited.

iv. Noticee submitted that SCN seeks to connect him with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) from an entity called Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was connected the said transaction cannot form the basis for alleging that he was connected with Madhur Group. v. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 61- MAYA DEVI KHANDELWAL i. It was submitted that in the trade and order log provided to the Noticee, her trades were not specifically segregated. ii. It was submitted that the Noticees sale of 36,500 shares only represented 0.02% of the total traded volume in the scrip during the IP. iii. Noticee submitted that SCN seeks to connect her with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) with an entity called Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was contended that the said transaction could not form the basis for alleging that she was connected with Madhur Group. iv. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 62 - NIDHI KHANDELWAL i. It was submitted that in the trade and order log provided to the Noticee, her trades were not specifically segregated. ii. It was submitted that the Noticees sale of 32,000 shares only represented 0.02% of the total traded volume in the scrip during the IP. iii. Noticee submitted that SCN seeks to connect her with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) with an entity called

Order in the matter of Yamini Investment Company Limited.

Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was connected to the said transaction cannot form the basis for alleging that she was connected with Madhur Group. iv. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 63 - DROPDI DEVI i. It was submitted that in the trade and order log provided to the Noticee, her trades were not specifically segregated. ii. It was submitted that the Noticees sale of 20,000 shares only represented 0.01% of the total traded volume in the scrip during the IP. iii. Noticee submitted that SCN seeks to connect her with Madhur Group on the basis of one off market transfer in the scrip of EINS Edutech Ltd. (EINS) with an entity called Neptune. It was submitted that the said transaction was carried out through a broker, and money was transferred through normal banking channels. It was contended that the said transaction could not form the basis for alleging that she was connected with Madhur Group. iv. It was also submitted that there was a considerable time gap between the trades placed by the Noticee and the corresponding trades placed by the counterparty to the trade. Noticee submitted that this fact in itself would show that the trades executed were not synchronised or structured in any manner. NOTICEE 64- RAJEEV GOEL HUF i. Noticee submitted that the SCN alleges that it was connected to Madhur Group on the basis that Rajeev Goel, the Karta of the HUF, shares the same address with Rajni Goel, who had off-market transfers in a non-Yamini scrip with one of the entities who was part of Madhur Group. It was, however, submitted by the Noticee that Rajeev Goel and Rajni Goel did not share the same address and, in fact, stayed on different floors of the same building. ii. Noticee submitted that it had sold 4,00,000 shares of Yamini during Phase III, and all the transactions were executed at the prevailing market rate.

Order in the matter of Yamini Investment Company Limited.

NOTICEE 65 – HANS RAJ AGARWAL i. Noticee submitted that he was not related to any of the other entities mentioned in the SCN other than Noticee 48 Renu Agarwal, who was Noticee’s wife. ii. Noticee submitted that he was not connected to any of the counterparties. iii. Noticee denied the allegation that he was part of Madhur Group. It was submitted that the only evidence provided in the SCN to substantiate the allegation that he was connected to Madhur Group was one instance of an off market transfer in a non- Yamini scrip between his wife and Prem Lal Roy. iv. It was submitted that she had acquired shares of Anax directly from the Company. NOTICEE 66 – ASHOK SNEHA BOHRA i. It was submitted that the connection sought to be made in the SCN between the Noticee and one Sanjeev Kumar Agarwal based on off market transfer in the scrip of RCL Retail Ltd. Noticee, however, denied undertaking the said transaction. It was also pointed out that the PAN of Mr. Agarwal, as per the SCN, was AAUFM6247N. Noticee submitted that the said number could not be the PAN of Mr. Agarwal as the alphabet “F” in the number would indicate that the said PAN would belong to a partnership firm and not an individual. ii. It was submitted that even otherwise, the basis of connection of the Noticees with Sanjay Kumar Agarwal is perverse as Mr. Agarwal has not been made a party to these proceedings. iii. It was also submitted that the average price at which the Noticees had sold their way below the highest closing price of the scrip during the patch in which they had sold shares. NOTICEE 67 - RAHUL GOEL i. Noticee submitted that the SCN alleges that it was connected to Madhur Group on the basis that Rajeev Goel, the Karta of the HUF, shares the same address with Rajni Goel, who had off-market transfers in a non-Yamini scrip with one of the entities who was part of Madhur Group. It was, however, submitted by the Noticee that Rajeev Goel and Rajni Goel did not share the same address and, in fact, stayed on different floors of the same building.

Order in the matter of Yamini Investment Company Limited.

ii. Noticee submitted that it had sold 3,07,000 shares of Yamini during Phase III, and all the transactions were executed at the prevailing market rate. It was submitted that the Noticee was still holding 93,000 shares of Yamini to date. NOTICEE 68 - AAMIR MEMON i. It was submitted that the Noticee was 20 years old around the time the trades in question was undertaken and was pursuing Chartered Accountancy at that time. Noticee, at that time, had started investing in the securities market for meagre amounts. ii. It was submitted that the Noticee was attracted to the scrip of Yamini on hearing about the Scheme of Amalgamation. He had tried buying the scrip in September 2013 and October 2013 but could not manage to buy it on the exchange platform. iii. It was submitted that after multiple attempts, it was only in January 2014 that he was successful in acquiring the shares of Yamini. He accumulated 250 shares in the Company, and shares were acquired in the price range of Rs. 286 to Rs. 321. Further, 8 shares were purchased, and 2 shares were sold between March 11, 2014 and April 02, 2014 in the price range of Rs. 379 to Rs. 458. iv. Thereafter, his entire holding in the scrip was sold between April 17, 2014 and September 10, 2014 in the price range of Rs. 432 and Rs. 491. v. It was submitted that all the above mentioned transactions were genuine and entered on the exchange platform. vi. As regards the allegation that the Noticee had bought shares in small quantities when sufficient sell orders were available, it was submitted that the Noticee at that point was a student and did not have the means to buy large quantities of shares. vii. Noticee submitted that he was not connected to the promoters or Directors of the Company. NOTICEE 69 - MADHUR BUILDON PVT. LTD. i. It was submitted that the Noticee became a promoter of Yamini pursuant to the allotment of 1,89,60,000 shares (3.61% of the paid up share capital of Yamini) under the Scheme of Amalgamation. ii. It was submitted that the disclosures related to the aforementioned acquisition of shares as required under the SEBI (Prohibition of Insider Trading) Regulations, 1992 and SEBI(Prohibition of Insider Trading) Regulations, 2015, to both Yamini and Order in the matter of Yamini Investment Company Limited.

Exchanges on February 14, 2019. However, as there was a delay in making the said disclosures, the Noticee decided to file a settlement application under the SEBI (Settlement Proceedings) Regulations, 2018. NOTICEE 70 - SURBHI INFRA PROJECT PVT. LTD. i. It was submitted that the Noticee became a promoter of Yamini pursuant to the allotment of 7,20,00,000 shares (13.70% of the paid up share capital of Yamini) under the Scheme of Amalgamation. ii. It was submitted that the disclosures related to the aforementioned acquisition of shares as required under the SEBI(Prohibition of Insider Trading) Regulations, 1992 and SEBI(Prohibition of Insider Trading) Regulations, 2015, to both Yamini and Exchanges on February 14, 2019. However, as there was a delay in making the said disclosures, the Noticee decided to file a settlement application under the SEBI (Settlement Proceedings) Regulations, 2018.

CONSIDERATION PRELIMINARY ISSUE 17. I note that many of the Noticees have submitted that the present proceeding is vitiated by the delay in initiating the proceedings. In this regard, it is noted that the transactions under question in the present proceedings pertain to the period 2013 to 2015. It is noted from the records that the investigation in the present matter, which was initiated by SEBI in 2016, based on certain alerts that were generated by the SEBI surveillance system, could only be completed in 2019. This, I note from the records, was on account of the following reasons: - i. This was a complex investigation involving a large number of entities. The bank statement, KYC records and other related documents of all the entities had to be analysed. The connections between the entities were established based on the same. Analysis of this voluminous data, I note, led to certain delays in completing the investigation. ii. Many of the entities who were allegedly involved were not traceable at the address available in the KYC records. Due to the same, there was a delay in serving the notices to such entities.

Order in the matter of Yamini Investment Company Limited.

18. Further, it is noted that once the SCN in the matter came to be issued on March 2, 2020, the proceedings got delayed on account of multiple reasons. Initially, the replies of the Noticees and subsequent requests for inspection got delayed on account of the COVID-19 pandemic and ensuing lockdowns. The matter, I note from records, was finally placed before me only in June 2022. Subsequently, hearings were granted to the Noticees starting in August 2022. However, the hearings could only be concluded in January 2023 due to the adjournments sought by certain Noticees. Given the above, I am of the view that the delay in the present proceedings cannot be termed as unjustified and, in my view, is not sufficient to vitiate the entire proceedings. 19. I am now proceeding to consider the issues on merit. I note that the issues that arise for consideration are as follows: 1. Whether the connections between entities as alleged in the SCN stands established on the basis of the material available on record? 2. Whether connected entities had colluded during the Investigation Period to trade in a manner to manipulate the price of the scrip? 3. Does the charge of price manipulation stand established against Noticee No. 68? 4. Did Noticee No.69 and 70 fail to make necessary disclosure as alleged?

CONNECTION BETWEEN THE ENTITIES. 20. It is noted from the SCN and investigation report that 102 entities, allegedly part of the Madhur Group, had traded in the scrip during the Investigation Period. These 102 entities include 88 entities initially classified as Madhur Group and 14 entities classified as PCB Group. I note that SCN collectively refers to the 102 entities as Madhur Group as inter se connections were allegedly observed between the 88 entities initially classified as Madhur Group and the PCB Group. I note that connections identified during the investigation were provided along with the SCN and is also placed as an Annexure to this Order. 21. I note from the said Table, placed as an Annexure to this Order, that the connections have been sought to be established between the Noticees and either Yamini itself or Order in the matter of Yamini Investment Company Limited.

with Madhur Buildcon, which is the promoter of Yamini. In cases where the connection is being made between the Noticees and Yamini, the link, I note, has been made through their connections with entities connected to Vandana Agarwal, who was a Director of both Yamini and Anax (one of the amalgamating entities). These connections, I note, have primarily been made on the basis of off-market transfers, common address and contact details appearing in KYC documents, and on the basis of having common Directors. 22. I note from the replies of the Noticees that they have uniformly contended that the connections sought to be established between them and Madhur Group, in the SCN are farfetched. In particular, they have argued that just because there have been off-market transfers in certain scrips with entities allegedly part of Madhur Group, they cannot also be deemed to be part of Madhur Group just by virtue of these transactions. Similarly, entities whose connections with Madhur Group were alleged based on KYC records and common Directorships, have questioned the basis on which the SCN alleges them to be part of Madhur Group. 23. Therefore, at the outset, I propose to examine the merits of these contentions before proceeding to look at the actual connections that have been alleged in the SCN.

OFF-MARKET TRANSFER. 24. I note that the replying Noticees, alleged to be connected based on off-market transfers, have uniformly contented before me that such transfers cannot form the basis of clubbing them as part of Madhur Group. They have argued that such off-market transactions, whether in Yamini or in other scrips, with entities ostensibly connected to Madhur Group, were all undertaken in the normal course, and the consideration for such transactions was paid through regular banking channels. It was contended that there was per-se nothing illegal in engaging in off market transactions. 25. In light of these contentions, it would be appropriate to consider the question of whether the entities can be shown to be connected on the basis of off-market

Order in the matter of Yamini Investment Company Limited.

transactions. In this regard, I note the Hon’ble Securities Appellate in the matter of Praveen Kurele and Anr. vs. SEBI2, has held that “54. It is well settled principle that two entities who are transferring shares in off market can be considered as connected entities. For the purpose of establishing a connection, it is irrelevant whether off market transaction is of the underlying scrip or of any other scrip for. The rationale is that the mere fact the appellants have transacted in off market are thus connected with each other. The entities who have an off market transfer have a common link and they know each other to enter into an off market transaction.” (emphasis supplied).

26. These findings were again quoted with approval and reiterated by the Hon’ble Tribunal in the matter of Vipul Amratlal Doshi and Anr, vs. SEBI3. Given the same, I find no merit in the contentions raised on behalf of the Noticees that off-market transactions cannot form the basis of connections in matters similar to the present proceedings. I note that off-market transfer, whether in Yamini or in any other scrip, can form the basis of establishing connections between two entities. COMMON KYC DATA AND COMMON DIRECTORS 27. It is noted from the KYC details obtained by SEBI, many of the Noticees were seen to have common phone numbers or email ids or shared common addresses with entities which were part of Madhur Group. Given the same, I have no hesitation in concluding that such entities would be considered to be connected to each other. 28. It is also noted that in certain instances, connection is made on the basis that certain Directors, who were part of the Board of certain Noticees and were also on the Board of entities connected to Madhur Group. In such instances, I am of the view that connections sought to be established between the two set of entities are conclusive. 29. In another set of entities, it is noted, two companies were alleged to be connected to each other based on the fact that the persons acting as Directors of the respective entities were noted to be on board of a common third company. The connection drawn in this regard is graphically depicted below:

2 Appeal No. 319 of 2020 decided on April 29, 2022 3 Appeal No. 518 of 2021 decided on June 5, 2023 Order in the matter of Yamini Investment Company Limited.

B

A C

30. In this case, a certain Director would be on the Board of company A and B and another person on the Board of Company B and C. On this basis, it has been alleged that company A and C are connected to each other. In this regard, since it is noted that most of these companies are private companies and given their trading pattern in the scrip of Yamini, I am of the view that the connections sought to be established on this basis are reasonable and sufficient given the facts before me. 31. I note that certain Noticees have relied on the finds of the Hon’ble Securities Appellate Tribunal in the matter of Kaushik Rajnikant Mehta vs. SEBI4, wherein it was held that: “A perusal of the table shown in the para 5 of the impugned order shows that the connection has been established between 56 entities whereas the show cause notice was issued to 35 entities. In our opinion, a connection has to be drawn between the 35 entities only and not against the 56 entities in as much as the charge is one of synchronised trades and reversal trades and if one of the entities who is not charged in the show cause notice is a link for synchronised trading then the charge cannot be proved.” (emphasis supplied) 32. In this regard, I am of the considered view that facts considered by the Hon’ble Tribunal while arriving at the above findings are distinguishable from facts in the present proceeding as the entities appearing in the connection chart, who are not Noticees in the present proceedings, are not a link for establishing price manipulation and have been employed only for the limited purpose of establishing the connection of certain Noticees with Madhur Group. 33. The Noticees have also relied on Baldevsinh vs. Vijaysinh Zala v. SEBI5, wherein it was held that:

4 Appeal no. 76 of 2019 5 Appeal no. 150 of 2019 Order in the matter of Yamini Investment Company Limited.

“The connection drawn in our opinion is patently vague and erroneous and does not inspire confidence. Something more is required to be done in order to prove that these 13 entities were working as a group. For example, if A is connected to B and C is connected to D and D is connected to F it does not mean that A to F are all connected with each other or A is connected to D …” 34. Having considered the findings of the Hon’ble Tribunal quoted above, I am of the view that they are not applicable to the present proceedings. It can be noted from paragraphs 27 to 31 above that the connections alleged in the SCN are not in the nature of connections that were considered by the Hon’ble Tribunal in the matter referred to above. 35. Similarly, I note that reliance placed on the findings of Vikas Bengani vs. SEBI6, HB Stock Holdings vs. SEBI, is misplaced as it is noted that in a subsequent Order in the matter of BP Comtrade Pvt. Ltd. vs. SEBI7, the Hon’ble Tribunal upheld the SEBI Order holding that establishing connections between the counterparties is not a sine qua non in price manipulation matters. 36. It is also noted that Noticee 55 has disputed the connection sought to be drawn in the SCN between the Noticee and Sanjeev Kumar Agarwal on the basis that the PAN mentioned in the SCN indicates that said number belongs to a firm and not an individual. In this regard, it is noted from the records that the PAN disputed by the Noticee belongs to Moonlight Udyog. Further, the KYC of Moonlight Udyog has been signed by Sanjay Kumar Agarwal in the capacity of power of attorney holder. Given the same, I do not find any merit in the aforesaid contention made on behalf of the Notice.

6 Appeal no. 225 of 2009 7 Appeal no. 189 of 2020 Order in the matter of Yamini Investment Company Limited.

Order in the matter of Yamini Investment Company Limited.

37. It can be noted from the chart above that Purushotam Agrawal, who was a Director of Madhur Buildcon Pvt Ltd (promoter of Yamini), was also a Director of Maheshwari Financial (Noticee 1), Toor Finance Company (Noticee 3), Fortunate Infra (Noticee 15), Omkara Dealer (Noticee 17) and Surakshit Merchants (Noticee 35). Apart from the above, it is also noted that Noticee 1 had off market transfers with Deveshwar Realty in non-Yamani scrip. Deveshwar was alleged to be part of Madhur Group and one of the counterparties to the trades of the 27 preferential allottees. It is further noted that Pravin Kumar Agarwal, who was a Director of Deveshwar Realty, was also a Director of Ridhi Sidhi Advisory Pvt. Ltd., where Vandana Agarwal, who is one of the Directors of Yamini, was also a Director. Given the same, I have no hesitation in holding that Noticees 1, 3, 15, 17 and 35 were part of the Madhur Group. The contentions raised by the said Noticees that they were financially independent and their trading decisions were taken independently cannot be accepted given their trading history in the scrip of Yamini looked at in conjunction with the fact that they shared a common Director.

Further, the submission made by certain Noticees that the trades under question were undertaken by the erstwhile management of the said firms also has no merit. 38. Noticee 2, I note, had off-market transfers with Gopal Bansal, who was a Director of Toor Finance (Noticee 3), which I have already held as part of Madhur Group. Given the same, I hold that Noticee 2 was also part of Madhur Group. It is also noted that Gopal Bansal HUF (Noticee 11), where Gopal Bansal is the Karta, is also a Noticee in these proceedings. In view of the connections brought out between Gopal Bansal and Madhur Group, I have no hesitation in holding that Noticee 11 is also part of Madhur Group. 39. Stellar Capital (Noticee 4), as per the KYC documents submitted by its stock broker SMC India, had the same address as Toor Finance, which has already been held to be part of Madhur Group. Given the same, I am of the view that there is sufficient material on record to hold that Noticee 4 is also part of Madhur Group. 40. Premlal Roy (Noticee 5), I note, had off market transfers with Deveshwar Reality, which, as noted above, was connected to Vadana, one of the Directors of Yamini.

These connections are explained graphically in the chart given above. It is also noted that Noticee 5 had off-market trades with Aries (Noticee 6), Moonlight (Noticee 7), Shri Ram Traders (Noticee 8), Anshu Kataruka (Noticee 10), Renu Agarwal (Noticee Order in the matter of Yamini Investment Company Limited.

48), Gyan Prakash Rai (Noticee 53) and Manju Rai. (Noticee 56). Further, it was noted that there were transfers between Noticee 48 and Hans Raj Agarwal (Noticee 65). Given the same, it is noted that these entities (Noticees 5, 6, 7, 8, 10, 48, 53 and 56 and 65) were connected to Madhur Group. 41. I also note that Pravin Kumar Agarwal, who, as noted earlier, was connected to Yamini, was also a Director of Neptune Financial Advisory Pvt. Ltd. (Neptune) and Subhlabh Investment Consultant Pvt. Ltd. (Subhlabh). Neptune, in turn, was noted to have off market transfers with Premlal Roy (Noticee 5), Aries (Noticee 6), Chandraprakash Balkisanji Laddha (Noticee 9), Hetab S. Kangad (Noticee 12), Amit Khandelwal (Noticee 47), Ankit Khandelwal (Noticee 50), Shubhra Khandelwal (Noticee 60), Maya Devi Khandelwal (Noticee 61), Nidhi Khandelwal (Noticee 62) and Dropdi Devi (Noticee 63). It is also noted that Subhlabh had off market transfers with Sanjeev Goel (Noticee 42) and Rani Goel (Noticee 43), who in turn were noted to share a common address with Rajeev Goel HUF (Noticee 64) and Rahul Goel (Noticee 67).

It is noted that Notice 64 and 67 have argued in their replies that they do not share the same address with Noticee 43 as they live on different floors of the same building. I do not find this argument convincing in the facts and circumstances of this matter. Given the same, I hold that Noticees 9, 12, 42, 43, 47, 50, 60, 61, 62, 63, 64 and 67 are part of Madhur Group. 42. Vindyavasini Agency Pvt Ltd (Noticee 13), Dhirga Marketing Pvt. Ltd. (Noticee 22), Veenit Builders Pvt. Ltd. (Noticee 29) and Veepra Realestate Consultants Pvt. Ltd. (Noticee 30) had common Directors Vivek Gupta and Somya Bansal. Further, Dace Exim Pvt. Ltd. (Noticee 19), where Surendra Sharma was a Director, and Dhirga shared a common phone number as per their KYC records. It is noted that Surendra Sharma was also a Director of Krushana Infra Property Pvt. Ltd. (Noticee 32), which in turn shared a common address with Surakshit Mercantile (Noticee 35), which has already been held in this Order to be connected to the Madhur Group. Given the above, I note that the aforesaid Noticees (Noticees 13, 19, 22, 29, 30 and 32) were part of the Madhur Group.

43. Dhirga Marketing Pvt. Ltd. (Noticee 22), it is noted, was also connected to Sahanbhuti Agencies Pvt. Ltd. as the two companies had common Directors, and Sahanbhuti, in turn, was noted to be connected to Mould Trading Pvt. Ltd. by virtue of having common email id as per KYC records. Mould Trading Pvt. Ltd. was observed to have Order in the matter of Yamini Investment Company Limited.

off-market Transfers with Noticees 44, 45, 46, 49, 51 and 52. In view of the same, I hold that Noticees 44, 45, 46, 49, 51 and 52 were also connected to Madhur Group. 44. It is noted from the records that, as per MCA records, MKR Trading Pvt. Ltd. (Noticee 14) and Brij Buildcon (India) Pvt. Ltd. (Noticee 41) shared a common address and e– mail id. Further, Nicky Marmo Ltd. (Noticee 39), Optimal Farms Pvt. Ltd. (Noticee 40) and Brij Buildcon shared a common e–mail id as per the KYC records. It is also noted that three of the aforesaid Noticees (Noticee 14, 40 and 44) also shared a common Director as per MCA records. Brij Buildcon, it is in turn noted, was observed to be connected to Stellar Capital (Noticee 4), whose connections with Madhur Group have already been detailed above, on the basis of fund transfers. Given the same, I hold that there is sufficient material on record to hold that Noticees 14, 39, 40 and 41 were part of Madhur Group. 45. Linkup Vintrade Pvt. Ltd. (Noticee 16) and Imagine Logistics Pvt. Ltd. (Noticee 20) were noted to have a common Director. Imagine and Surabhi Dealmark (Noticee 36), it was noted based on KYC records, shared a common email id.

It was also noted that as per MCA records, Overall Logistics (Noticee 18) and Imagine Logistics had common Directors, and Overall also shared a contact number with Goodpoint Commodeal (Noticee 31), in which Omkara (Noticee 17), Surakshit (Noticee 35), and Vindyavasini Agency (Noticee 13), who have already been held to be part of Madhur Group, were significant shareholders. I also note that Rajputana Digital Media Pvt. Ltd. (Noticee 33) and Goodpoint shared a common Director. Given the same, I hold that Noticees 16, 18, 20, 31, 33 and 36 are also part of Madhur Group. 46. It is noted that Manoj Sharma, who was a Director of Natural Investment Management Pvt. Ltd. (Noticee 21) was also a Director in Ridhi Sidhi Advisory Pvt. Ltd., where Vandana Agarwal, who was a Director of both Yamini and Anax (one of the amalgamating entities), was also a Director. Given the same, I have no hesitation in holding that Noticee 21 was part of Madhur Group. 47. I note that Sanjeev Kumar Arya, who was a Director of E Tricks Enterprises Pvt. Ltd. (Noticee 24) was also a Director of Tia Enterprises, where Sushil Kumar Sharma was also a Director.

Sushil Kumar Sharma was also a Director of Stellar Capital (Noticee 4). It is also noted that Om Prakash, who was a Director of Fidelo, one of the amalgamating companies, was also a Director in Tia Enterprises. It has already been Order in the matter of Yamini Investment Company Limited.

held in this Order that Stellar was part of Madhur Group. Given the same, I note that Noticee 24 will also have to be considered as part of Madhur Group. 48. It is noted from the records that, as per the KYC records, Vighnaharta Infra Developers Pvt. Ltd. (Noticee 28) shared the same address with Surakshit Mercantile (Noticee 35) and Krushana Infra (Noticee 32). It has already been held in this Order that Noticees 32 and 35 are part of Madhur Group. In view of the same, I hold that Noticee 28 was also part of Madhur Group. 49. Ram Yadav (Noticee 38) had Trucklink Vinmay Trading Pvt. Ltd., which as per KYC records, shared a common e–mail id with Sahanubhutti, which has already been noted is part of Madhur Group. In view of the same, I note that Ram Yadav is also part of Madhur Group. 50. Sanjay Kumar Agarwal, who was the proprietor of Moonlight Udyog (Noticee 7) had off-market transfers with K Ashok Kumar (HUF) (Noticee 54), K Ashok Kumar (Noticee 55), Ashokkumar Aashish Bohra (Noticee 57) and Vimala Bohra (Noticee 58). Further, it was noted that there were transfers between Noticee 55 and Ashok Sneha Bohra (Noticee 66). I note that it has already been held in this Order that Noticee 7 was part of Madhur Group. Given the same, I hold that Noticee 54, 55, 57, 58 and 66 are also part of Madhur Group. 51. It is finally noted that Nisha Sharma (Noticee 59) had off-market transfers with Ramniwas Dahiya, who in turn had inter-depository transfers with Shubhdayak Tradex Pvt. Ltd. (Shubhdayak Tradex). It was also noted that Satish Kumar, who was a Director of Shubhdayak Tradex, had off-market transfers with Aries Commercials (Noticee 6), which has already been held in this Order to be part of Madhur Group. In view of the same, I am of the view that Noticee 59 was also connected to Madhur Group. 52. Veenit Builders (Noticee 29), Veepra Realesatate (Noticee 30) and Dhanshakti have Vivek Gupta as a common Directors. It was noted Dhanshakti had off market transfers with Goldensight Commotrade (Noticee 34). Further, fund transfers were observed between Richi Consultants (Noticee 27) with Goldensight Commotrade (Noticee 34). Ecospace Infotech (Noticee 23) was noted to have off-market transactions with Goldensight (Noticee 34). Goldensight (58), Samudhita (59) and Sanshipt (60) have common Director Sunil Paswan DIN 06654467.

Order in the matter of Yamini Investment Company Limited.

53. Everblink Agency (Noticee 25) has intersepostory off market transaction with Ecospace Infotech (Noticee 23), which has already been held to be part of Madhur Group. 54. Akash Goenka, who was a director of Sanshipt (Noticee 37), was also a director of Overarching Dealers. Tanmay Roy, it is noted, who was a director of Overarching Dealers and was also a director of Headfirst Vinimay (Noticee 26). MANIPULATION OF THE PRICE OF THE SCRIP 55. As stated earlier in the Order, the Investigation Period was divided into 3 patches. In this context, the period, the average trading volume and the price movement observed in the 3 patches are captured in the table below for ease of reference. PATCHES PRICE/VOLUME PERIOD PRICE MOVEMENT AVERAGE TREND FROM TO OPEN HIGH LOW CLOSE VOLUME PATCH-I PRICE RISE 10/09/2013 21/03/2014 121.65 458.25 121.65 457 233.35 PATCH-II PRICE RISE 24/03/2014 16/02/2015 434.2 549.5 402.05 549.5 950.61 PATCH III PRICE FALL 19/02/2015 30/10/2015 57.6 71.6 45.75 50.35 9,16,933.90

56. The SCN has alleged that 14 entities (Noticees 1 to 14) had manipulated the price of the scrip during the Investigation Period. The trading pattern in the scrip was analysed during the investigation and it emerged that during the pre–stock split period (Patch I and Patch II), which was also the price rise period, 9 out of the Top 10 buyers and 7 out of the top 10 sellers were part of the Madhur Group. It was also noted that the 102 entities of the Madhur Group had cumulatively bought 57,884 shares during this period, representing 93.03% of the total market volume, and sold 33,629 shares which represented 50.46% of the total market volume. 57. It is noted that during this period, Aries Commercials was the highest buyer for 13,269 shares (21.33% of total market volume) and Hetab S. Kangad (HUF) was the highest seller for 9,500 shares (15.27% of total market volume) on BSE during pre–stock split period. Both these clients are part of Madhur Group. 16 (including the aforementioned two clients) out of the top 20 clients of both sides viz. gross buy and gross sell, are part of Madhur Group. 58. As regards the trading during the post–stock split (February 19, 2015 to September 30, 2015), which was also the price fall period, it was noted that 8 out of the top 10 buyers were part of the Madhur Group. When the trading data of the entire group was analysed, it was observed that 102 entities (Madhur Group) had cumulatively bought Order in the matter of Yamini Investment Company Limited.

8,78,83,505 during this period, representing 75.46% of the total market buy volume, and sold 1,50,567 shares which amounted to 0.13 % of the total market sell volume during this period. 59. It is therefore noted that Madhur Group was active on both the buy side and the sell side during the pre–stock split period. During the price fall period, it was noted that Madhur Group trades were mostly on the buy side, and sell volumes were negligible when compared to the total market volume. It was also noted that during the price rise phase, 31,391 shares representing 50.46% of the market volume, were traded between the 102 entities forming the Madhur Group. The said details are provided in the Table below: TRADING AMONG MADHUR TRADING BY MADHUR GROUP GROUP IP PERIOD GR. BUY % TO GROSS GR. SELL % TO TRADED SHARES % GROSS BUY TRADED TOTAL MARKET SELL TOTAL MARKET TO TOTAL MARKET VOLUME SHARES VOLUME VOLUME VOLUME VOLUME PRE STOCK 57,884 93.03% 33,629 54.05% 31,391 50.46% SPLIT POST STOCK 8,78,83,505 75.46% 1,50,567 0.13% 1,39,221 0.12% SPLIT

60. Such a high concentration of trading in the Yamini scrip, with a substantial portion being with other connected entities within the same Group, raises questions regarding the rationale for undertaking such trades. Further, their concentration on the buy–side during the price rise period virtually made them the only buyers in the market during this period. This could arguably be the reason why no structured or reversal trades were observed because the scrip was thinly traded during this patch, and the Madhur Group was practically cornering every share sold in the market with the concentration on the buy–side being above 90%. Having described the concentration of trading of the connected entities in the scrip, I am now proceeding to examine the impact of the trading done by connected entities on the Last Traded Price and New High Price.

Order in the matter of Yamini Investment Company Limited.

PATCH 1: SEPTEMBER 10, 2013 TO MARCH 23, 2014 (₹121.65/- TO ₹458.25/-). 61. It was noted during the investigation that entities of Madhur Group made positive LTP as buyers, and a substantial number of their trades were with other Madhur Group entities during this patch. Details of Madhur Group entities figuring among the Top 10 LTP contributors during Patch I are given below in the Table below: TOP LTP CONTRIBUTOR IN PATCH 1 S. % OF NO. ALL TRADES LTP DIFF > 0 LTP DIFF < 0 LTP DIFF = 0 POSITIVE LTP TO BUYER NAME TOTAL LTP QTY NO OF LTP QTY NO OF LTP QTY NO OF QTY NO OF MARKET IMPACT TRADED TRADES IMPACT TRADED TRADES IMPACT TRADED TRADES TRADED TRADES POSITIVE IN ₹ IN ₹ IN ₹ LTP 1 AUTOLITE AGENCIES 23.6 1282 6 23.6 1032 5 0 0 0 250 1 5.58 PRIVATE LTD. 2 TOOR FINANCE COMPANY 12.8 2223 4 12.8 225 3 0 0 0 1998 1 3.02 LTD. 3 MAHESHWARI FINANCIAL 2.4 100 1 2.4 100 1 0 0 0 0 0 0.57 SERVICES PRIVATE LTD. 4 PREMLAL ROY 1 1000 1 1 1000 1 0 0 0 0 0 0.24 5 SHRI RAM TRADERS 0.5 1048 12 0.5 957 2 0 0 0 91 10 0.12 TOTAL 40.3 5653 24 40.3 3314 12 0 0 0 2339 12 9.53

62. From the above Table, it can be noted that the above entities contributed ₹40.30 (9.52% to total Market LTP Variation) to the total market positive LTP variation. Apart from the above, the connected entities which are part of Madhur Group were trading amongst themselves, and these trades also contributed to the positive LTP variation. A summary of these trades is given in the Table below. TRADES AMONGST THE ENTITIES OF THE MADHUR GROUP

SELLER NAME→ PREMLAL TOOR FINANCE STELLAR CAPITAL TOTAL LTP AS BUYER BUYER ROY COMPANY LTD. SERVICES LTD (NO. OF NAME ↓ TRADES) AUTOLITE AGENCIES PRIVATE LTD. 14.7(3) 14.7 (3) MAHESHWARI FINANCIAL SERVICES PRIVATE LTD. 2.4 (1) 2.4(1) TOOR FINANCE COMPANY LTD. 4.45 (1) 2.35(1) 6.8(2) TOTAL LTP AS SELLER (NO. OF TRADES) 4.45(1) 14.7(3) 4.75(2) 23.9(6)

63. From the aboveTable, it can be noted that the positive LTP variation contribution caused by trading among the entities of the Madhur Group was ₹23.90 (5.65% to Order in the matter of Yamini Investment Company Limited.

total positive LTP Variation). The said contribution to LTP variation was caused by Noticees 1 to 5. The details of the said 6 transactions are given in the table below: Trade Date Buyer Seller Buy Order No. Sell Order No. Buy Sell Trad Trade Trade + LTP +LTP er er e No. Rate (INR) (%) Ord Ord Qty (INR) er er Qty Qty 1 STELLAR 10/09/2013 TOOR FINANCE CAPITAL 16000031009559 19000033005168 100 100 100 121.65 2.35 1.97 MAHESHWARI STELLAR 1 11/09/2013 FINANCIAL CAPITAL 14000041000339 23000046000604 100 100 100 124.05 2.4 1.97 PREMLAL 1 03/11/2013 TOOR FINANCE ROY 22000026005175 23000022001030 25 25 25 228.05 4.45 1.99 AUTOLITE TOOR 1 11/11/2013 AGENCIES FINANCE 15000024006127 16000031003729 500 500 500 241.95 4.7 1.98 AUTOLITE TOOR 1 13/11/2013 AGENCIES FINANCE 20000028009306 19000033005854 250 250 250 251.65 4.9 1.99 AUTOLITE TOOR 1 18/11/2013 AGENCIES FINANCE 20000029007343 11000021008612 250 250 250 261.75 5.1 1.99

64. The scrip of Yamini was placed under Periodic Call Auctions Session (PCAS), by BSE, from September 01, 2013 to January 12, 2014, when the aforesaid trades were executed. PCAS was introduced by SEBI vide circular dated February 14, 2013, as a measure to reduce volatility in illiquid stocks. Under PCAS, six auction sessions are held throughout the trading day, each lasting for one hour, with the first session starting at 9:30 am and last session ending at 3.30 pm. Every session starts with a 45-minute window where participants place, modify, and cancel their orders. These orders would then get matched during the next eight minutes, and the resulting trades were confirmed. 65. The scrip of Yamini while it was under PCAS was subject to a daily price band of + 2%. It was to be noted from the above table that aforesaid 6 trades were executed just within the upper price band of 2%. It is noted from the records that the days on which the above 6 transactions were executed, they were the only trade in the scrip on that particular date. This pattern of trading clearly demonstrates that the Noticees were acting in a concerted fashion to manipulate the price of the scrip.

Order in the matter of Yamini Investment Company Limited.

66. It can therefore be noted that the trades of Maheshwari Financial Services Pvt. Ltd., Autolite Agencies Pvt. Ltd., Toor Finance Company Ltd., Stellar Capital Services Ltd. and Premlal Roy had contributed close to 10% of the total market LTP during this patch, out of which more than half was contributed by trades in which other entities of the Madhur Group were the counterparties.

PATCH 2: MARCH 24, 2014 TO FEBRUARY 18, 2015 (₹434.20/- TO ₹549.50/-). 67. I note from the records that even during Patch II, the entities of Madhur Group exhibited a similar trading pattern as observed during Patch I and contributed to the positive market LTP. Further, a substantial number of their trades during this patch were also with other Madhur Group entities. Details of Madhur Group entities figuring among the Top 10 LTP contributors during Patch II are given in the Table below: Top LTP contributor in patch 2 S. NO ALL TRADES LTP DIFF > 0 LTP DIFF < 0 LTP DIFF = 0 % OF POSITIVE LTP TO TOTAL MARKET BUYER NAME LTP LTP LTP POSITIVE LTP QTY NO OF QTY NO OF QTY NO OF QTY NO OF IMPACT IMPACT IMPACT TRADED TRADES TRADED TRADES TRADED TRADES TRADED TRADES IN₹. IN ₹. IN ₹ 1 ARIES COMMERCIALS 31.8 13269 39 77.5 5379 11 -45.7 3028 6 4862 22 14.78 2 MKR TRADING PVT LTD 24.9 8356 12 74.3 561 3 -49.4 1 1 7794 8 14.17 3 SHRI RAM TRADERS -1.6 6629 16 6.4 2990 3 -8 524 3 3115 10 1.22 4 VINDYAVASINI AGENCY -20 820 4 5.9 461 1 -25.9 20 1 339 2 1.13 PVT LTD 5 MOONLIGHT UDYOG -23.4 3750 10 1.25 2600 2 -24.65 300 1 850 7 0.24 TOTAL 11.7 32824 81 165.35 11991 20 -153.65 3873 12 16960 49 31.54

68. From the above Table, it was noticed that the above entities contributed ₹165.35 to positive LTP variation (31.53% to total market positive LTP variation).

Order in the matter of Yamini Investment Company Limited.

69. It was further observed that entities of the Madhur Group were trading amongst themselves and, through these trades, contributed to positive LTP variation. A summary of these trades is given in the Table below:

Trading amongst the entities of the Madhur Group SELLER ANSHU GOPAL BANSAL HETAB S KANGAD CHANDRAPRAK TOTAL LTP AS BUYER NAME→ KATARUKA (HUF) (HUF) ASH BALKISANJI (NO. OF BUYER LADDHA TRADES) NAME ↓ ARIES COMMERCIALS 1.1(2) 1.1(2) MKR TRADING PVT LTD 49.8(3) 49.8(3) MOONLIGHT UDYOG 1(1) 1(1) SHRI RAM TRADERS 4.9(2) 4.9(2) VINDYAVASINI AGENCY 5.9(1) PVT LTD 5.9(1) TOTAL LTP AS SELLER (NO. OF TRADES) 1.1(2) 49.8(3) 5.9(3) 5.9(1) 62.7 (9)

70. From the above table, it can be noted that the positive LTP variation contribution caused by trading among the entities of the Madhur Group was ₹62.7 (11.90% to positive LTP Variation). The said contribution to LTP variation was caused by Aries Commercials, Vindyavasini Agency Pvt. Ltd., MKR Trading Pvt. Ltd., Moonlight Udyog, Shri Ram Traders, Anshu Kataruka, Chandra Prakash Balkisanji Laddha, Gopal Bansal (HUF) and Hetab S Kangad (HUF). 71. It can therefore be noted that the trades of Aries Commercials, Mkr Trading Pvt Ltd, Shri Ram Traders, Vindyavasini Agency Pvt Ltd and Moonlight Udyog had contributed to 31.53% of total market positive LTP during this patch and trades among Aries Commercials, Vindyavasini Agency Pvt. Ltd., MKR Trading Pvt. Ltd., Moonlight Udyog, Shri Ram Traders, Anshu Kataruka, Chandra Prakash Balkisanji Laddha, Gopal Bansal (HUF) and Hetab S Kangad (HUF) had contributed to 11.90% of positive LTP during the same period. Given the same, I am of the view that trades of Noticees 6 to 14 contributed to price manipulation during this patch.

NEW HIGH PRICE (NHP) ANALYSIS 72. I note that during the investigation, the trades in the scrip of Yamini, which resulted in establishing a new high price (raising the price of the scrip to a level higher than Order in the matter of Yamini Investment Company Limited.

the highest price recorded prior to that trade), were analysed. On analysing such trades, it was noticed that the trades of the entities pertaining to Madhur Group have consistently contributed to the New High Price of the scrip. PATCH 1: SEPTEMBER 10, 2013-MARCH 21, 2014 (₹121.65/- TO ₹ 457/-). 73. It was noted that the trades of entities of the Madhur Group caused the scrip of Yamini to achieve NHP multiple times during this patch. Details of such trades are summarised in the Tables below: NHP contribution by entities of Madhur Group NO. NHP SUM OF SUM OF NHP OF SUM OF CONTRIBUTION BUYER NAME LTP DIFF. LTP % CONTRIBUTIO TRAD NHP QTY. TO TOTAL NHP (RS.) DIFF. N (IN ₹.) ES (IN %) MAHESHWARI FINANCIAL 2.40 1.97 1 100 2.40 0.71 SERVICES PRIVATE LTD. TOOR FINANCE 12.80 5.77 2 225 10.45 3.10 COMPANY LTD. DEVESHWAR REALTY 5.00 1.43 1 1000 5.00 1.49 PRIVATE LTD. AUTOLITE AGENCIES 23.60 9.92 5 1032 23.60 7.02 PRIVATE LTD. SHRI RAM TRADERS 0.50 0.14 2 957 0.50 0.14 PREMLAL ROY 1.00 0.28 1 1000 1.00 0.30 TOTAL 45.3 19.51 12 4314 42.95 12.76

Details of the NHP Trades Trade LTP Trade Date Client Name Rate Rate LTP % NHP MAHESHWARI FINANCIAL 11/09/2013 SERVICES PRIVATE LIMITED 124.05 2.4 1.97 2.4 AUTOLITE AGENCIES PRIVATE 17/10/2013 LIMITED 180.1 3.5 1.98 3.5 03/11/2013 TOOR FINANCE COMPANY LIMITED 228.05 4.45 1.99 4.45 AUTOLITE AGENCIES PRIVATE 11/11/2013 LIMITED 241.95 4.7 1.98 4.7 AUTOLITE AGENCIES PRIVATE 13/11/2013 LIMITED 251.65 4.9 1.99 4.9 AUTOLITE AGENCIES PRIVATE 18/11/2013 LIMITED 261.75 5.1 1.99 5.1 AUTOLITE AGENCIES PRIVATE 28/11/2013 LIMITED 277.65 5.4 1.98 5.4 05/02/2014 TOOR FINANCE COMPANY LIMITED 337.6 6 1.81 6 DEVESHWAR REALTY PRIVATE 26/02/2014 LIMITED 355 5 1.43 5 26/02/2014 PREMLAL ROY 356 1 0.28 1 Order in the matter of Yamini Investment Company Limited.

26/02/2014 SHRI RAM TRADERS 356.45 0.45 0.13 0.45 26/02/2014 SHRI RAM TRADERS 356.5 0.05 0.01 0.05

74. It can be noted from the above Tables that six entities belonging to Madhur Group contributed ₹42.95 to NHP during this patch, which amounts to 12.76% of total NHP in the scrip of Yamini during this period. I further note that Maheshwari Financial Services Pvt. Ltd. (Noticee 1), Autolite Agencies Pvt. Ltd. (Noticee 2), Toor Finance Company Ltd. (Noticee 3), Stellar Capital Services Ltd. (Noticee 4) and Premlal Roy (Noticee 5) had traded among themselves on six instances and contributed₹ 23.90 to NHP.

PATCH-2 (MARCH 24, 2014 TO FEBRUARY 18, 2015): 75. As stated in the preceding paragraphs, it was noticed that the price of the scrip of Yamini opened at ₹434.20 on March 24, 2014 and reached a high of ₹549.50 and closed at ₹549.50 on March 18, 2015. I note from the records that MKR Trading Pvt. Ltd. (Noticee No.- 14) had a NHP contribution of 4.69% during this patch, the details of which are given in the tables below:

NHP contribution by entities of Madhur Group NHP SUM OF LTP SUM OF NO. OF SUM OF NHP CONTRIBUTION TO BUYER NAME CONTRIBUTION DIFF. (RS.) LTP % DIFF. TRADES NHP QTY. TOTAL NHP (IN %) (IN ₹.) MKR TRADING PVT 24.90 4.99 2 206 5.40 4.69 LTD

Details of the NHP Trades Trade Trade Date Client Name Rate LTP Rate LTP % NHP 09/02/2015 MKR TRADING PRIVATE LIMITED 523 24.5 4.91 5 09/02/2015 MKR TRADING PRIVATE LIMITED 523.4 0.4 0.08 0.4

FIRST TRADE ANALYSIS 76. I note from the records that Madhur Group entities contributed ₹43.80 to the LTP through first trades on 10 trading days out of total 67 trading days during Patch-1. It Order in the matter of Yamini Investment Company Limited.

is noted that Maheshwari Financial Services Pvt. Ltd. (Noticee 1), Autolite Agencies Pvt. Ltd. (Noticee 2), Toor Finance Company Ltd. (Noticee 3), Stellar Capital Services Ltd. (Noticee.4) and Premlal Roy (Noticee 5) had traded among themselves on six instances and contributed total positive LTP of ₹23.90 through their first trade during Patch-1.

77. It can therefore be noted that during the price rise period, the entities connected to Madhur Group had substantial concentration on the buy-side. These 102 entities were responsible for more than 90% of the buy transactions during the period when the price of the scrip saw an increase of more than 350% within a span of 17 months. Further, the trades between entities connected to Madhur Group represented more than 50% of the total market volume during this period. This was coupled with the trading of certain entities of Madhur Group, who are Noticees in the present proceedings, who were noted to be contributing to market LTP and establishing NHP in scrip during this period. 78. I note from records that only members of Madhur Group who were noted to have contributed significantly to positive LTP and NHP have been made Noticees in these proceedings and not all the entities connected to the Group who traded in the scrip during this period. This must have been done taking into consideration the administrative and logistical challenges involved in arraying a large number of entities as Noticees. The focus instead, I note, was on the Noticees who had indulged in overt acts of price manipulation. 79. Given the same and considering the findings in paragraphs 66, 71, 74 and 76, I am of the view that Noticees 1 to 14 had indulged in the act of creating misleading appearance of trading in the scrip and had also contributed to price manipulation in the scrip of Yamini and thereby violated Section 12A (a), (b) and (c) of SEBI Act, 1992 read with Regulations 3(a), (b), (c), (d), 4(1) and 4(2) (a) and (e) of SEBI (PFUTP) Regulations, 2003. EXIT PROVIDED TO AMALGAMATION ALLOTTEES 80. As stated in the preceding paragraphs, pursuant to the Scheme of arrangement, two unlisted companies, Anax Com Trade Ltd. and Fidelo Power and Infrastructure Ltd., were amalgamated in Yamini. As per the terms of the Scheme of arrangement, 52,33,26,400 shares of Yamini were allotted to the 2,455 entities (allottees), which Order in the matter of Yamini Investment Company Limited.

were shareholders of the aforesaid two unlisted companies. Shareholders of the aforesaid two unlisted companies accepted 8 equity shares of Yamini in lieu of 10 shares held by them. The investigation noticed that out of 2,455 allottees, 1,112 allottees sold the shares during the Investigation Period, and 27 allottees (Noticees No. 11 and Noticee No. 42 to 67) out of 1,112 were connected with the Madhur Group. The connections between these 27 entities and Madhur Group has already been established in the earlier part of this Order. These 27 Noticees, it was alleged in the SCN, had sold 72,74,320 shares during the period of investigation at artificially inflated prices. 81. I note that certain Noticees have contended that action initiated by SEBI was only against 27 out of the 1,112 preferential allottees who sold shares during the Investigation Period and have been made Noticees in these proceedings. I do not find any merit in this argument, as only 27 preferential allottees were made Noticees in these proceedings as the evidence that was obtained during the investigation which could only connect these 27 preferential allottees out of 1,112 entities, who had sold shares during the Investigation Period, to Madhur Group. It may well be possible that many of the other preferential allottees may also be connected to Madhur Group, however in absence of any evidence for the same, SEBI would not be in a position to initiate proceedings against them. 82. As already noted in this Order, 27 preferential allottees (Noticee No. 11 and Noticee Nos. – 42 to 67) out of 1112 allottees were connected to six entities (Premlal Roy, Neptune Financial Advisory Pvt. Ltd., Mould Trading Pvt. Ltd., Sanjay Kumar Agarwal, Ramniwas Dahiya, Subhlabh Investment Consultant Pvt. Ltd. and Gopal Bansal (HUF) of Madhur Group. Details of the shares sold by the said 27 allottees during the Investigation Period are in the table below,- Shares sold by the 27 preferential allottees S. NO ALLOTTEE NAME SHARES ALLOTTED 1 AMIT KHANDELWAL 160000 2 ANKIT KHANDELWAL 145000 3 ASHOK SNEHA BOHRA 95000 4 ASHOKKUMAR AASHISH BOHRA 79000 5 DROPDI DEVI 20000 6 GOPAL BANSAL (HUF) 49820 7 GURUPREET SANGLA 195346 8 GYAN PRAKASH RAI 80000 9 HANS RAJ AGARWAL 3099699 10 HARVINDER SINGH 222460 Order in the matter of Yamini Investment Company Limited.

S. NO ALLOTTEE NAME SHARES ALLOTTED 11 HARVINDER SINGH (HUF) 140080 12 K ASHOK KUMAR 80000 13 K ASHOK KUMAR (HUF) 80000 14 KULDEEP KAUR 139980 15 MANJU RAI 76500 16 MAYA DEVI KHANDELWAL 36500 17 NIDHI KHANDELWAL 32000 18 NISHA SHARMA 71000 19 RAHUL GOEL 306000 20 RAJEEV GOEL (HUF) 400000 21 RAJNI GOEL 296000 22 RENU AGARWAL 151550 23 SANJEEV GOEL 658500 24 SATVINDER KAUR 227020 25 SEEMA SANGLA 140054 26 SHUBHRA KHANDELWAL 50000 27 VIMALA BOHRA 78000 TOTAL 72,74,320 83. It was alleged in the SCN that the 27 allottees (Noticee 11 and Noticee 42 to 67) sold 72,74,320 shares during the period February 09, 2015 to September 16, 2015, and out of the said 72,74,320 shares, 71,09,509 shares (97.70% of the shares sold by them) the counterparties were the following 29 Noticees who were part of Madhur Group. Details of the shares bought by the 29 Noticees, as stated in the SCN, are shown in the Table below:

S. NO. NOTICEES WHO BOUGHT SHARES FROM THE 27 ALLOTTEES SHARES BOUGHT 1 BIJ BUILDCON INDIA PVT. LTD. 44820 2 DACE EXIM PVT. LTD. 18000 3 DHIRGA MARKETING PVT. LTD. 15150 4 E TRICKS ENTERPRISES PVT. LTD. 53000 5 ECOSPACE INFOTECH PVT. LTD. 110000 6 EVERBLINK AGENCY PVT. LTD. 113784 7 FORTUNATE INFRA DEVELOPERS PVT. LTD. 1079481 8 GOLDENSIGHT COMMOTRADE PVT. LTD. 248824 9 GOODPOINT COMMODEAL PVT. LTD. 208450 10 HEADFIRST VINIMAY PVT. LTD. 213174 11 IMAGINE LOGISTICS PVT. LTD. 637426 12 KRUSHANA INFRA PROPERTY PVT. LTD. 55000 13 LINKUP VINTRADE PVT. LTD. 154950 14 MKR TRADING PVT. LTD. 5000 15 NATURAL INVESTMENT MANAGEMENT PVT. LTD. 1318900 16 NICKY MARMO LTD. 21500 17 OMKARA DEALER PVT. LTD. 22000 18 OPTIMAL FARMS PVT. LTD. 76000 19 OVERALL LOGISTICS PVT. LTD. 1103637 20 RAJPUTANA DIGITAL MEDIA PVT. LTD. 32925 Order in the matter of Yamini Investment Company Limited.

S. NO. NOTICEES WHO BOUGHT SHARES FROM THE 27 ALLOTTEES SHARES BOUGHT 21 RAM YADAV (SOLE PROP CAPITAL SECURITIES) 4000 22 RICHI CONSULTANTS PVT. LTD. 7000 23 SANSHIPT BROKING AND CONSULTANCY PVT. LTD. 17500 24 SURABHI DEALMARK PVT. LTD. 104499 25 SURAKSHIT MERCHANTS PVT. LTD. 124278 26 VEENIT BUILDERS PVT. LTD. 1026787 27 VEEPRA REALESTATE CONSULTANTS PVT. LTD. 196924 28 VIGHNAHARTA INFRA DEVELOPERS PVT. LTD. 45000 29 VINDYAVASINI AGENCY PVT. LTD. 51500 TOTAL 7109509 84. It was noted that 93% of the total shares sold by 27 preferential allottees during the Investigation Period were bought by 29 entities connected to the Madhur Group, giving strong indication that entities connected to Madhur Group had orchestrated a scheme to provide an exit to some of the preferential allottees at an inflated price. 85. To illustrate the manner in exit was provided to the preferential allottees, the trades of a few such entities is given below: 86. On May 21, 2015, Nisha Sharma (Noticee no. 59), one of the amalgamation Allottees, placed a sell order for 28,000 shares of Yamini at 12:51:41 hours at a price of Rs. 53.45/- per share (Rs.

0.05 higher than LTP) having order number as 1432179000002098411. The aforesaid sell order remained unexecuted for more than 47 minutes till one of the Madhur Group Entity, Overall Logistics Private Limited (Noticee no. 18), placed a buy order for 4,285 shares for Rs. 53.45/- at 13:39:05 hours. The said buy order got matched with the pending sell order of Ms. Nisha Sharma and a trade for 4,285 shares at Rs. 53.45/- was executed in the scrip. As soon as the aforesaid trade was executed, Overall Logistics Private Ltd. placed another buy order (2nd order), just 10 seconds after placing the initial order, under order number 1432179000002098452 for 5,000 shares at Rs. 53.45/- per share which also matched with the pending sell order of Nisha Sharma. Similar pattern was followed two more times by Overall Logistics Private Limited-it placed two separate buy orders (3rd and 4th orders) under order number 1432179000002098453 and 1432179000002098454, one after the other for 5,000 shares each at 13:39:22 hours (7 seconds after the 2nd order) and at 13:39:27 hours (5 seconds after the 3rd order) respectively, which matched with the sell order of Ms. Nisha Sharma, already pending in the system.

The above trades resulted in Order in the matter of Yamini Investment Company Limited.

68% (19,285 shares out of 28,000 shares) of the sell order placed by Nisha Sharma getting executed. 87. In respect of the remainder of Nisha Sharma’s sell order, it is noted that another Madhur Group entity, Fortunate Infra Developers Private Limited (Noticee no. 15), placed a buy order for 5,000 shares at Rs. 53.45/- per share at 13:40:57 hours (after 90 seconds of the 4th order of Overall Logistics Private Limited), which immediately got executed. Immediately after execution of this order, Fortunate Infra Developers Private Limited placed its 2nd buy orders for 5,000 shares at the same price (Rs. 53.45/-) at 13:40:58 hours (1 second after the 1st order) which matched with the remaining sell orders of Nisha Sharma. 88. It can be noted from the above, the trading pattern adopted by entities connected to Madhur Group to provide exit to certain preferential allottees. It is pertinent to note that all the aforesaid 6 buy orders placed by these connected entities, were placed consecutively, in sequence (one after another) ranging from order number 1432179000002098451 to 1432179000002098456 resulting in 6 continuous trades in the scrip from trade numbers 314 to 319. The afore-stated trades apparently have resulted into selling of 28,000 shares by Ms. Nisha Sharma to Overall Logistics Private Limited and to Fortunate Infra Developers Private Limited and considering that all the three entities are directly / indirectly connected with each other, it can be said that that the aforesaid connected entities have dealt in the scrip in a pre-planned manner in a concocted manner. A tabular representation of the aforesaid illustration is placed below: Seller Buyer Seller Buyer Order Seller Buyer Seller Buyer Trade Trade Trade Order No. Order Order Order Order Qty Rate Num No. Time Time Qty Qty ber NISHA OVERALL 143217 1432179000 12:51:41 28000 SHAR LOGISTICS 900000 002098451 13:39:05 4285 4285 53.45 314 MA 209841 OVERALL 1432179000 1 LOGISTICS 002098452 13:39:15 5000 5000 53.45 315 OVERALL 1432179000 LOGISTICS 002098453 13:39:22 5000 5000 53.45 316 OVERALL 1432179000 LOGISTICS 002098454 13:39:27 5000 5000 53.45 317

Order in the matter of Yamini Investment Company Limited.

FORTUNA 1432179000 TE INFRA 002098455 13:40:57 5000 5000 53.45 318 FORTUNA 1432179000 TE INFRA 002098456 13:40:58 5000 3715 53.45 319

89. It was noted that such pattern of trading was repeatedly observed during the Investigation Period. For instance, on May 22, 2015, Hans Raj Agarwal (Noticee 65), one of the amalgamation Allottees, placed a sell order for 50,000 shares of Yamini for Rs. 55.75/- per share at 13:57:42 hours bearing order number 1432265400001228191. Subsequently, a buy order was placed by Fortunate Infra Developers Private Limited (part of Madhur Group) for 5,000 shares at Rs. 55.75/-per share at 14:00:13 hours (within less than 3 minutes of the sell order of Hans Raj Agarwal under order number 1432265400001228197), which resulted in a trade of 5,000 shares in the scrip of Yamini. Immediately thereafter, within 5 seconds, i.e. at 14:00:18 hours, a buy order (order number 1432265400001228198) for 5,000 shares was placed by Veenit Builders Private Limited (Noticee no. 29) at a price of Rs. 55.75/-, which resulted in another trade for 5,000 shares. Similar pattern was followed three more times by Veenit Builders Private Limited - it placed three separate buy orders (2nd, 3rd and 4th orders), one after the other for 5,000 shares each at 14:00:21 hours (3 seconds after the 1st order), at 14:00:23 hours (2 seconds after the 2nd order) and at 14:00:24 (1 second after the 3rd buy order), respectively, which also got matched with the sell order of Hans Raj Agarwal, already pending in the system, thereby exhausting 50% (25,000 shares out of 50,000 shares) of the sell order. 90. Subsequently, the baton of giving exit to Mr. Hans Raj Agarwal was taken by Vighnaharta Infra Developers Private Limited, which placed 4 different buy orders of 5,000 shares each at matching price of Rs. 55.75/- per share price within 16 seconds i.e. between 14:05:29 hours to 14:05:45 hours. These 4 buy orders got matched with the pending sell order of Mr. Hans Raj Agarwal and resulted in execution of 4 different trades of 5,000 shares resulting in trades for 45,000 shares (out of original sell order of 50,000 shares) getting executed. The remaining 5,000 shares of Mr. Hans Raj Agarwal were bought by another Madhur Group entity, Overall Logistics

Order in the matter of Yamini Investment Company Limited.

Private Limited, at same price (Rs. 55.75/-). A tabular representation of the aforesaid illustration is placed below: Seller Buyer Seller Buyer Order Seller Buyer Sell Buye Trade Trade Trade Order No. No. Order Order er r Qty Rate Number Time Time oRd Order er Qty Qty HANS FORTUNATE 143226540 14322654000 13:57:42 14:00:13 500 5000 5000 RAJ INFRA 000122819 01228197 00 AGAR 1 55.75 117 WAL VEENIT 14322654000 5000 5000 BUILDERS 01228198 14:00:18 55.75 118 VEENIT 14322654000 5000 5000 BUILDERS 01228199 14:00:21 55.75 119 VEENIT 14322654000 5000 5000 BUILDERS 01228200 14:00:23 55.75 120 VEENIT 14322654000 5000 5000 BUILDERS 01228201 14:00:24 55.75 121 VIGHNAHART 14322654000 5000 5000 A INFRA 01228214 14:05:29 5575 132 VIGHNAHART 14322654000 5000 5000 A INFRA 01228215 14:05:34 55.75 133 VIGHNAHART 14322654000 5000 5000 A INFRA 01228216 14:05:38 55.75 134 VIGHNAHART 14322654000 5000 5000 A INFRA 01228217 14:05:45 55.75 135 OVERALL 14322654000 5000 5000 LOGISTICS 01228218 14:10:27 55.75 136

91. It can, therefore, noted from trading pattern explained above, that connected entities were acting in a concerted manner to provide exit to the 27 preferential allottees, who are Noticees in these proceedings. In view of the same, I note that there is sufficient material on record to conclude that the allegations in the SCN against the aforesaid 27 Noticees stands established. ALLEGATIONS AGAINST NOTICEE 68 – AAMIR MEMON 92. I note from the records that the allegation in the SCN issued to Noticee 68 pertains to his role in manipulating the price of the scrip in Patch I and Patch II. The price manipulation, I note, was alleged on the basis of Noticee’s positive contribution to the Last Traded Price during this period, the details of which are given below: Order in the matter of Yamini Investment Company Limited.

PATCH 1: SEPTEMBER 10, 2013- MARCH 21, 2014 (₹121.65/- TO ₹457/) 93. It was alleged in the SCN that the Noticee had contributed ₹138 to positive LTP during this patch from 8 trades executed by him. It was further noted that 6 out of these 8 trades were trades for single shares, which were executed even when more shares were available for buying. These trades for single shares, it was alleged in the SCN, had an disproportionate impact on the positive market LTP, the details of which are given in the Table below: TRADE DATE SELL ORDER BUY ORDER TRADE FIRST BUY ORDER SELL ORDER LTP LAST TRADE LAST MODIFIED INSTANCE TRADE LMP* LMP* CONTRIBUTI MODIFIED QUANTITY QUANTITY (YES/NO) ON QUANTITY 1 28.01.2014 YES 319.50 319.50 5.70 100.00 100.00 100.00 2 28.01.2014 NO 319.75 319.75 0.25 50.00 100.00 50.00 3 11.03.2014 YES 378.00 378.00 16.50 1.00 100.00 1.00 4 13.03.2014 NO 415.80 415.80 35.45 1.00 52.00 1.00 5 14.03.2014 YES 436.55 436.55 20.75 1.00 11.00 1.00 6 18.03.2014 YES 458.25 458.25 21.70 1.00 10.00 1.00 7 20.03.2014 YES 436.00 436.00 20.40 1.00 10.00 1.00 8 21.03.2014 YES 457.00 457.00 21.00 1.00 10.00 1.00

PATCH 2: MARCH 24, 2014 TO FEBRUARY 18, 2015 (₹434.2 TO ₹549.5) 94. In respect of Patch II, it was alleged that the Noticee had contributed ₹42.3 to positive LTP by buying single shares on two instances. The details of the same are given in the Table below: TRADE DATE BUY ORDER SELL ORDER SELL ORDER BUY ORDER TRADE FIRST *LMP *LMP LAST TRADE LAST MODIFIED INSTANCE TRADE LTP MODIFIED QUANTITY QUANTITY (Y/N) CONTRIBUTION QUANTITY 1 02.04.2014 YES 19.70 452.00 452.00 1 30 1 2 06.05.2014 YES 22.60 474.60 474.60 1 15 1

95. Based on the above, it was alleged in the SCN that the Noticee was not a genuine buyer, contributed to the price rise with trades for single shares and therefore, manipulated the price of the scrip. 96. I note that the Noticee in his reply has submitted that he had only bought 258 shares of the Company during the Investigation Period and had squared off his entire position making a profit of Rs. 32,800 from these transactions. It was also submitted that he had placed orders for single shares to track the price movement in the scrip. Order in the matter of Yamini Investment Company Limited.

Noticee also submitted that he was a student aged 20 pursuing Chartered Accountancy around the time the trades in question were undertaken. It was submitted that at that point in time, the Noticee had limited means and would explore investing in the market with limited money available at his disposal. 97. I note from the above that the single share buy transactions executed by the Noticee had a disproportionate impact on the price of the scrip during the Investigation Period. However, it is also noted that there is no allegation in the SCN that he was connected to Madhur Group or was acting in concert with any other traders in the scrip. Further, I cannot also lose sight of the fact that the total capital employed by the Noticee for undertaking the buy transactions was Rs. 80,314, and the profits earned by him by virtue of these trades was Rs. 32,800. 98. Given the same, I am of the considered view that despite the disproportionate impact the Noticee’s trades on the price of the scrip, it would not be possible to conclude that Noticee was manipulating the scrip just on the basis of 8 buy trades for single shares, especially in the absence of material to show that he was connected to other traders in the scrip. ALLEGATIONS AGAINST NOTICEE 69 (MADHUR BUILDCON PRIVATE LTD.) AND NOTICEE 70 (SURBHI INFRAPROJECT PVT LTD) 99. I note from the SCN issued to Noticee 69 and 70 that pursuant to the Scheme of Amalgamation, they were issued shares of Yamini and were also disclosed as Promoters with effect from February 04, 2015. It is noted that Madhur was allotted 1,89,60,000 shares, and Surbhi Infraprojects Pvt. Ltd. (Surbhi) was allotted 7,20,00,000 shares which, respectively, amounted to 3.61% and 13.69% of the total equity paid up capital of the Company. 100. In terms of Regulation 13 (2A) of the erstwhile SEBI (Prohibition of Insider Trading) Regulations, 1992 (“SEBI (PIT) Regulations, 1992”), as it then existed, promoters were required to make requisite disclosures to the Company regarding their shareholding within two days from the date they are named as promoters. The relevant provision is extracted below:

Regulation 13 (2A) of SEBI (PIT) Regulations, 1992 states that: -

Order in the matter of Yamini Investment Company Limited.

“Any person who is a promoter or part of promoter group of a listed company shall disclose to the Company in Form B the number of shares or voting rights held by such person, within two working days of becoming such promoter or person belonging to promoter group”.

101. Additionally, in terms Regulation 13 (1) of SEBI (PIT) Regulations, 1992, and Regulation 29(1) read with 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers. Regulation, 2011 (SEBI (SAST) Regulations, 2011), additional reporting requirements are cast on shareholders holding more than 5% of the total equity paid-up capital of a company. The said provisions are reproduced below:

Regulation 13 (1) of SEBI (PIT) Regulations, 1992 states that, “Any person who holds more than 5% shares or voting rights in any listed company shall disclose to the Company [in Form A], the number of shares or voting rights held by such person, on becoming such holder, within [2 working days] of:- (a) The receipt of intimation of allotment of shares; or (b) The acquisition of shares or voting rights, as the case may be”.

Regulation 29(1) read with 29 (3) of SEBI (SAST) Regulation, 2011 states that, “Any acquirer who acquire shares or voting rights in a target company which taken together with shares or voting rights, if any, held by him any by persons acting in concert with him in such target company, aggregating to five percent or more of the shares of such target company, shall disclose their aggregate shareholding and voting rights in such target company in such form as may be specified”.

Regulation 29(3) of SEBI (SAST) Regulation, 2011 states that, “The disclosures required under sub-regulation (1) and sub-regulation (2) shall be made within two working days of the receipt of intimation of allotment of shares, or the acquisition [or the disposal] of shares or voting rights in the target company to,- (a) every stock exchange where the shares of the target company are listed; and (b) the target company at its registered office”. 102. It was noted from the records that both the aforesaid Noticees had failed to file the mandatory disclosures within the time period provided under the respective regulations. It is noted that Madhur vide email dated February 23, 2019, and Surabhi vide email dated February 21, 2019, had submitted that the requisite disclosures were made to the Company only on February 14, 2019, i.e. with a delay of more Order in the matter of Yamini Investment Company Limited.

than 5 years. Given the same, I am of the view that Madhur has not complied with the provisions of Regulation 13(2A) of SEBI (PIT) Regulations, 1992, and Surbhi has failed to comply with Regulation 13(1) and 13(2A) of SEBI (PIT) Regulations, 1992 and Regulation 29 (1) read with 29 (3) of SEBI (SAST) Regulations, 2011. Disgorgement 103. I now move to address the issue of calculation of ill-gotten gains/ profits. I note that the approach adopted in the SCN to calculate the ill-gotten gains made by the 27 allottees was to subtract the actual purchase value of shares from the sales value of shares sold to connected counterparties. In this regard, to arrive at the purchase price, the price under the Scheme of arrangement filed by Yamini in the Hon’ble High Court of Mumbai has been looked at. It is noted that the face value of equity shares of Anax and Fidelo has been mentioned Re. 1/- per share, and it is noted that the consideration paid by allottees was at par value of shares, and no premium was paid. It is also noted that as per the balance sheet of Fidelo for the year ended on March 31, 2013, its share capital was ₹30,63,17,000/- and there was no share premium account shown in the balance sheet. As per the Scheme of arrangement, at the time of amalgamation, Fidelo had 30,63,17,000 outstanding equity shares of Re. 1 each. Hence, the purchase price of the equity shares of the Company Anax and Fidelo has been considered at face value of Re. 1/- per share. During amalgamation with Yamini, shareholders of Anax and Fidelo have accepted eight fully paid-up equity shares of Yamini in lieu of ten shares held by them. Based on the above, the purchase price of equity shares of Yamini by the allottees have been arrived at ₹1.25/- per share after considering the actual purchase price of the shares of Anax and Fidelo and after adjusting the swap ratio, i.e. acceptance of eight equity shares of Yamini in lieu of ten shares of Anax and Fidelo. Further, while calculating the ill-gotten gains, the trades of the Notices where the counterparties were the six entities which have been held in this Order to be not connected to Madhur Group have been excluded. Detailed calculation of the wrongful gains made by the 27 allottees is given in Table below:- Wrongful gain made by allottees Allotment date: February 04, 2015

Allotee Alloteed Buy Sale Wrongful Sr. No. Name Shares Sold Qty Value Value Gain (Amount in Rs.) (Amount in Rs.) (Amount in Rs.) Order in the matter of Yamini Investment Company Limited.

A B C=A*1.25 D E=D-C 1 Amit Khandelwal 160000 160000 200000 9340250 9140250 2 Ankit Khandelwal 160000 145000 181250 8549000 8367750 3 Ashok Sneha Bohra 160000 95000 118750 5119500 5000750 4 Ashokkumar Aashish Bohra 160000 79000 98750 4241000 4142250 5 Dropdi Devi 80000 20000 25000 1206000 1181000 6 Gopal Bansal (HUF) 560000 49820 62275 5508660 5446385 7 Gurupreet Sangla 800000 195346 244182.5 11656248 11412065 8 Gyan Prakash Rai 80000 80000 100000 4480000 4380000 9 Hans Raj Agarwal 3200000 3099699 3874623.8 176274929 172400305 10 Harvinder Singh 800000 222460 278075 13224912 12946837 11 Harvinder Singh (HUF) 800000 140080 175100 8429112 8254012 12 K Ashok Kumar 160000 80000 100000 4324000 4224000 13 K Ashok Kumar (HUF) 160000 80000 100000 4445000 4345000 14 Kuldeep Kaur 800000 139980 174975 8421968 8246993 15 Manju Rai 80000 76500 95625 4274412.5 4178787.5 16 Maya Devi Khandelwal 80000 36500 45625 2103950 2058325 17 Nidhi Khandelwal 80000 32000 40000 1611200 1571200 18 Nisha Sharma 120000 71000 88750 3840150 3751400 19 Rahul Goel 400000 306000 382500 17262500 16880000 20 Rajeev Goel (HUF) 400000 400000 500000 23187100 22687100 21 Rajni Goel 2080000 296000 370000 18342550 17972550 22 Renu Agarwal 160000 151550 189437.5 8171785 7982347.5 23 Sanjeev Goel 1760000 658500 823125 38138700 37315575 24 Satvinder Kaur 800000 227020 283775 13433146 13149371 25 Seema Sangla 800000 140054 175067.5 8361473.5 8186406 26 Shubhra Khandelwal 80000 50000 62500 2859775 2797275 27 Vimala Bohra 160000 78000 97500 4418000 4320500 Total wrongful gain 40,23,38,434 104. In light of the above observation, as stated earlier, Notices Nos. 1-67 have devised a scheme to provide exit to 27 allottees (Noticees 11 and 42-67).

The wrongful gains made by the 27 allottees amounted to Rs. 40,23,38,434, as explained in the table above. 105. Given the delay by SEBI in concluding these proceedings, no separate monetary penalty is being imposed on Noticees 1-67 under section 11B(2) of the SEBI Act, 1992. Interest is also not being charged on the disgorgement amount for the same reason. It is also noted that that Headfirst Vinimay Pvt Ltd (Noticee 26) and Richi Consultants Pvt. Ltd. (Noticee 27) have been wound up and their names have been struck off from the register of companies. 106. However, in respect of the contravention of Noticees 69 and 70, I note that requisite disclosures were filed by them only in 2019. Further, as the contraventions have been established on the basis of documentary evidence available on record, it is Order in the matter of Yamini Investment Company Limited.

noted that no prejudice can be said to be caused to them due to the purported delay on the part of SEBI to conclude these proceedings. On the question of monetary penalty to be imposed on Noticees 69 and 70, I note Section 15 J of the SEBI Act provides as under: Section 15J of the SEBI Act 15J. While adjudging quantum of penalty under 15-I or section 11 or section 11B, the Board or the adjudicating officer shall have due regard to the following factors, namely :— (a) the amount of disproportionate gain or unfair advantage, wherever quantifiable, made as a result of the default; (b) the amount of loss caused to an investor or group of investors as a result of the default; (c) the repetitive nature of the default. Explanation.—For the removal of doubts, it is clarified that the power to adjudge the quantum of penalty under sections 15A to 15E, clauses (b) and (c) of section 15F, 15G, 15H and 15HA shall be and shall always be deemed to have been exercised under the provisions of this section. 107. Given the above, I am of the view that Noticees 69 and 70 are liable for imposition of monetary penalty under section 15A(b) read with Section 11B(2) of the SEBI Act, 1992. ORDER 108. Accordingly, in exercise of the powers conferred upon me under Section 19, read with Sections 11(1), 11(4) and 11B of the Securities and Exchange Board of India Act, 1992, I hereby issue the following directions, - a. Noticees 1-67 (other than Noticees 26 and 27) are restrained from accessing the securities market and further prohibited from buying, selling or otherwise dealing in securities, directly or indirectly, or being associated with the securities market in any manner, for a period of two (2) years, from the date of this order; b. Noticees 11, 42 to 67 shall disgorge the unlawful gains as per the Table provided on pages 66 and 67, totalling Rs. 40,23,38,434. The respective Noticees shall be liable to pay their individual ill-gotten gains as provided in Order in the matter of Yamini Investment Company Limited.

the said Table. c. The aforesaid Noticees shall pay the said amounts within 45 days from the date of this Order by e-payment to SEBI account as detailed below,-

NAME OF BANK BRANCH NAME RTGS CODE BENEFICIARY BENEFICIARY NAME ACCOUNT NO. BANK OF INDIA BANDRA KURLA BKID 0000122 SECURITIES AND 012210210000008 EXCHANGE BRANCH BOARD OF INDIA d. Noticees 11, 42 to 67 shall forward details of the online payment made in compliance with the directions in paragraphs b and c above in writing (in the format as given in the table below) to the “Division Chief, Investigation Department, Securities and Exchange Board of India, SEBI Bhavan, Plot no. C-4A, ‘G’ Block, Bandra Kurla Complex, Bandra (E), Mumbai–400051” and also by email to tad@sebi.gov.in. The Noticee shall provide the following details while forwarding the payment information: 1. CASE NAME:

2. NAME OF THE PAYEE: 3. DATE OF PAYMENT:

4. AMOUNT PAID: 5. TRANSACTION NO:

6. BANK DETAILS IN WHICH PAYMENT IS MADE:

7. PAYMENT IS MADE FOR:

Order in the matter of Yamini Investment Company Limited.

e. Noticee 69 is hereby imposed with a monetary penalty of Rs. 3 Lakh under section 15A(b) of the SEBI Act. f. Noticee 70 is hereby imposed with a monetary penalty of Rs. 5 Lakh under section 15A(b) of the SEBI Act. g. Noticees 69 and 70 shall pay the said amounts mentioned in paragraphs (e) and (f) above within 45 days from the date of this Order by e-payment to SEBI. 109. This Order shall come into force with immediate effect. 110. A copy of this Order shall be forwarded to the Stock Exchanges, Depositories, Registrar and Share Transfer Agents to ensure necessary compliance, if any.

Place: Mumbai ASHWANI BHATIA Date: September 4, 2023 WHOLE TIME MEMBER SECURITIES AND EXCHANGE BOARD OF INDIA

Order in the matter of Yamini Investment Company Limited.

Annexure S. BASIS OF CONNECTION EVIDENCE NO. 1 FORTUNATE INFRA 1. COMMON DIRECTOR VIZ, PURUSHOTAM AGRAWAL OF 1. MCA DETAILS OF PURSHOTAM DEVELOPERS FORTUNATE INFRA (1), OMKARA DEALER (2), SURAKSHIT AGARWAL PRIVATE LTD. MERCHANTS (3), TOOR FINANCE COMPANY (49), 2. TOOR FINANCE: EMAIL FROM MAHESHWARI FINANCIAL (24) AND MADHUR BUILDCON PVT SMCINDIA ON 18.01.2019 FOR LTD (PROMOTER OF YAMINI) KYC2 AND STELLAR CAPITAL: 2. SAME ADDRESS OF 325, VARDHMAN OF TOOR FINANCE EMAIL FROM SHRI PARASARAM (49) AS PE KYC, STELLAR CAPITAL (17) AS PER KYC AND HOLDING (SPHPL.COM) ON MCA RECORD OF FORTUNATE (1) AND SARASWATI (25) 23.01.2019 AND MCA 2 OMKARA DEALER 1. COMMON DIRECTOR VIZ, PURUSHOTAM AGRAWAL OF 1. MCA DETAILS OF PURSHOTAM PRIVATE LTD. FORTUNATE INFRA (1), OMKARA DEALER (2), SURAKSHIT AGARWAL MERCHANTS (3), TOOR FINANCE COMPANY (49), 2. VASUNDHARA MERCHANT MAHESHWARI FINANCIAL (24) AND MADHUR BUILDCON PVT LETTER DATED 16.01.2019 LTD (PROMOTER OF YAMINI) 2. SURAKSHIT (3) AND OMKARA (2) SHARE COMMON EMAIL ID (RANJITSHRIVASTAVA7@GMAIL.COM). 3 SURAKSHIT 1. COMMON DIRECTOR VIZ, PURUSHOTAM AGRAWAL OF 1. MCA DETAILS OF PURSHOTAM MERCHANTS FORTUNATE INFRA (1), OMKARA DEALER (2), SURAKSHIT AGARWAL PRIVATE LTD. MERCHANTS (3), TOOR FINANCE COMPANY (49), 2. VASUNDHARA MERCHANT MAHESHWARI FINANCIAL (24) AND MADHUR BUILDCON PVT LETTER DATED 16.01.2019 LTD (PROMOTER OF YAMINI) 3. SURAKSHIT MERCANTILE (3) 2. SURAKSHIT (3) AND OMKARA (2) SHARE COMMON EMAIL VIDE LETTER VASUNDHARA ID (RANJITSHRIVASTAVA7@GMAIL.COM).

MERCHANT LTD. 16.01, 3. SURAKSHIT MERCANTILE (3), KRUSHANA INFRA (4), KRUSHANA INFRA (4)VIDE R.K VIGHNAHARTA INFRA (5) SHARE COMMON ADDRESS (2B STOCK HOLDING 31 JAN 2019, GRANT LANE 8TH FLOOR ROOM NO 806, NO 2B GRANT VIGHNAHARTA INFRA (5) VIDE LANE 8TH FLOOR ROOM NO 806, KOLKATA, WEST BENGAL, AUM 14 JAN 2019 INDIA, 700012) 4 CDSL EMAIL DATED 4. SURAKSHIT MERCHANTS PRIVATE LTD. (3) HAS OFF 22.01.2019 MARKET TRANSACTION WITH PREMLAL ROY (27), NITYANAND THAKUR (36), EXCELLENT FINANCIAL (21), NEPTUNE (22) AND SANJAY KUMAR AGARWAL (28) IN NON YAMINI. 4 KRUSHANA INFRA 1. COMMON DIRECTOR VIZ., SURENDRA SHARMA OF 1. MCA DETAILS OF SURENDRA PROPERTY KRUSHANA (4), DACE (8), VIGHNAHARTA (5) AND KUBER SHARMA PRIVATE LTD. DEALCOM (6). 2. SURAKSHIT MERCANTILE (3) 2. SURAKSHIT MERCANTILE (3), KRUSHANA INFRA (4), VIDE LETTER VASUNDHARA VIGHNAHARTA INFRA (5) SHARE COMMON ADDRESS (2B MERCHANT LTD. 16.01, GRANT LANE 8TH FLOOR ROOM NO 806, NO 2B GRANT KRUSHANA INFRA (4)VIDE R.K LANE 8TH FLOOR ROOM NO 806, KOLKATA, WEST BENGAL, STOCK HOLDING 31 JAN 2019, INDIA, 700012) VIGHNAHARTA INFRA (5) VIDE AUM 14 JAN 2019 5 VIGHNAHARTA 1. COMMON DIRECTOR VIZ., SURENDRA SHARMA OF 1. MCA DETAILS OF SURENDRA INFRA KRUSHANA (4), DACE (8), VIGHNAHARTA (5) AND KUBER SHARMA DEVELOPERS DEALCOM (6).

2. SURAKSHIT MERCANTILE (3) PRIVATE LTD. 2. SURAKSHIT MERCANTILE (3), KRUSHANA INFRA (4), VIDE LETTER VASUNDHARA VIGHNAHARTA INFRA (5) SHARE COMMON ADDRESS (2B MERCHANT LTD. 16.01, GRANT LANE 8TH FLOOR ROOM NO 806, NO 2B GRANT KRUSHANA INFRA (4)VIDE R.K Order in the matter of Yamini Investment Company Limited.

LANE 8TH FLOOR ROOM NO 806, KOLKATA, WEST BENGAL, STOCK HOLDING 31 JAN 2019, INDIA, 700012) VIGHNAHARTA INFRA (5) VIDE AUM 14 JAN 2019

6 KUBER DEALCOM 1. COMMON DIRECTOR VIZ., SURENDRA SHARMA OF 1.MCA DETAILS OF SURENDRA PRIVATE LTD. KRUSHANA (4), DACE (8), VIGHNAHARTA (5) AND KUBER SHARMA DEALCOM (6). 2. CDSL EMAILD ATED 2. KUBER DEALCOM (6) HAVE OFF MARKET TRANSACTION 18.02.2019 WITH NEPTUNE FINANCIAL (22). 3. DHIRGA (7)VIDE MSB ETRADE 3. DHIRGA (7), KRUSHANA (6) AND DACE EXIM 18.01, KRUSHANA (6) VIDE VIDE (8)AACCD9817B SHARE COMMON CONTACT NUMBER R.K STOCK HOLDING 31 JAN (9330123413) 2019 AND DACE EXIM (8) VIDE 28.01.2019 CD CHOICE INDIA 7 DHIRGA 1. VEENIT BUILDERS (10), VEEPRA REALESATATE (11), 1.MCA DETAILS OF VIVEK GUPTA MARKETING VINDHYAVASINI (12), DHIRGA (7) AND DHANSHAKTI (9) HAVE AND SOMYA BANSAL PRIVATE LTD. COMMON DIRECTORS VIVEK GUPTA DIN 05305054 AND 2. DHIRGA (7)VIDE MSB ETRADE SOMYA BANSAL DIN 06379237. GOLEKH KUMAR MALLICK 18.01, KRUSHANA (6) VIDE VIDE (DIN: 3040158) WAS THE DIRECTOR OF BOTH DHIRGA (7) R.K STOCK HOLDING 31 JAN AND SAHANUBHUTI (73) 2019 AND DACE EXIM (8) VIDE 2. DHIRGA (7), KRUSHANA (6) AND DACE EXIM 28.01 CD CHOICE INDIA (8)AACCD9817B SHARE COMMON CONTACT NUMBER (9330123413) 8 DACE EXIM 1. COMMON DIRECTOR VIZ., SURENDRA SHARMA OF 1.MCA DETAILS OF SURENDRA PRIVATE LTD. KRUSHANA (4), DACE (8), VIGHNAHARTA (5) AND KUBER SHARMA DEALCOM (6).

2. DHIRGA (7)VIDE MSB ETRADE 2. DHIRGA (7), KRUSHANA (6) AND DACE EXIM (8) SHARE 18.01, KRUSHANA (6) VIDE VIDE COMMON CONTACT NUMBER (9330123413) R.K STOCK HOLDING 31 JAN 2019 AND DACE EXIM (8) VIDE 28.01 CD CHOICE INDIA 9 DHANSAKTI 1. VEENIT BUILDERS (10), VEEPRA REALESATATE (11), 1. MCA DETAILS OF VIVEK GUPTA SUPPLIERS VINDHYAVASINI (12), DHIRGA (7) AND DHANSHAKTI (9) HAVE AND SOMYA BANSA PRIVATE LTD. COMMON DIRECTORS VIVEK GUPTA 2. CDSL EMAIL DATED DIN 05305054 AND SOMYA BANSAL DIN 06379237. 18.02.2019 2. DHANSAKTI (9) AHAVE OFF MARKET TRANSACTION WITH 3. VINDYAVASINI (12) VIDE CD ARIES COMMERCIALS (43) ON 21.04.2015 AND CHICE INFIA 28.01.2019 AND GOLDENSIGHT (58) ON 15.05.2015. DHANSAKTI (9) VIDE SMC 18.01 3. VINDYAVASINI (12) AND DHANSAKTI (9) SHARE COMMON KYC5 EMAIL ID (GUPTVIVEK91@GMAIL.COM). 10 VEENIT BUILDERS VEENIT BUILDERS (10), VEEPRA REALESATATE (11), 1. MCA DETAILS OF VIVEK GUPTA PRIVATE LTD. VINDHYAVASINI (12), DHIRGA (7) AND DHANSHAKTI (9) HAVE AND SOMYA BANSAL COMMON DIRECTORS VIVEK GUPTA DIN 05305054 AND SOMYA BANSAL DIN 06379237. 11 VEEPRA VEENIT BUILDERS (10), VEEPRA REALESATATE (11), 1. MCA DETAILS OF VIVEK GUPTA REALESTATE VINDHYAVASINI (12), DHIRGA (7) AND DHANSHAKTI (9) HAVE AND SOMYA BANSAL CONSULTANTS COMMON DIRECTORS VIVEK GUPTA DIN 05305054 AND PRIVATE LTD. SOMYA BANSAL DIN 06379237.

Order in the matter of Yamini Investment Company Limited.

12 VINDYAVASINI 1. VEENIT BUILDERS (10), VEEPRA REALESATATE (11), 1. MCA DETAILS OF VIVEK GUPTA AGENCY PVT LTD VINDHYAVASINI (12), DHIRGA (7) AND DHANSHAKTI (9) HAVE AND SOMYA BANSAL COMMON DIRECTORS VIVEK GUPTA DIN 05305054 AND 2. CDSL EMAIL DATED SOMYA BANSAL DIN 06379237. 18.02.2019 2. VINDYAVASINI (12) AND DHANSAKTI (9) SHARE COMMON 3. VINDYAVASINI (12) VIDE CD EMAIL ID (GUPTVIVEK91@GMAIL.COM). CHICE INFIA 28.01.2019 AND 3. EXCELLENT FINANCIAL (21), NEPTUNE (22), DHANSAKTI (9) VIDE SMC 18.01 DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), KYC5 SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) 3. EXCELLENT FINANCIAL (21) SHARE COMMON CONTACT NUMBER (9331110151) VIDE SMC 18.01, NEPTUNE (22) 4. SAMRAT (26), KOMAL (35), ARIES (43), VINDYAVASINI VIDE SMC 18.01, DEVESHWAR (12) AND SHRI RAM TRADERS (36) SHARE COMMON 19 VIDE SMC 18.01, MANDHAWA ADDRESS (14/2 OLD CHINA BAZAR 1ST FLR KOLKATA, (20) VIA ANAND RATHI DATED 700001). 14.01, SARASWATI (25) VIA ANAND RATHI DATED 14.01, SAMRAT TRADING (26) VIA ANAND RATHI DATED 14.01 AND VINDYAVASINI AGENCY (12) VIDE CHOCIE INDIA 28.01.2019 13 E TRICKS 1. SANJEEV KUMAR ARYA (14) IS THE DIRECTOR OF E 1. MCA DETAILS OF SANJEEV ENTERPRISES TRICKS (13).

SANJEEV KUMAR ARYA (14) IS THE DIRECTOR KUMAR AND SUSHIL KUMAR PRIVATE LTD. OF TIA ENTERPRISES WHERE SUSHIL KUMAR SHARMA WAS SHARMA ALSO DIRECTOR WHO IS ALSO DIRECTOR OF STELLAR CAPITAL (17) 14 SANJEEV KUMAR 1. SANJEEV KUMAR ARYA (14) IS THE DIRECTOR OF E 1. MCA DETAILS OF SANJEEV ARYA TRICKS (13). HE WAS THE DIRECTOR OF TIA ENTERPRISES, KUMAR AND OM PRAKASH ALONGWITH OM PRAKASH SINGHAL (WHO IS THE DIRECTOR SINGHAL OF FIDELO POWER, THE COMPANY WHICH MERGED WITH 2. SANJEEEV (14)AND ASHOK YAMINI VIA A SCHEME OF ARRANGEMENT). (15) VIDE SHRI PARASAM 2. SANJEEEV (14) AND ASHOK (15) SHARE COMMON HOLDING EMAIL DATED 23.01. CONTACT NUMBER (9013568350) 2019 15 ASHOK KUMAR 1. SANJEEEV (14) AND ASHOK (15) SHARE COMMON 1. SANJEEEV (14)AND ASHOK ARYA CONTACT NUMBER (9013568350). (15) VIDE SHRI PARASAM HOLDING EMAIL DATED 23.01. 2019 16 SHIVMANGAL 1. CONNECTION WITH COMPANY: VANDANA AGARWAL IS MCA DETAILS OF VANDANA STOCK THE DIRECTOR OF SHIVMANGAL (16) AS WELL AS YAMINI. AGARWAL AND MANOJ KUMAR MANAGEMENT 2. MANOJ KUMAR SHARMA IS COMMON DIRECTOR OF SHARMA PRIVATE LTD. SHIVMANGAL (16) AND NATURAL INVESTMENT (18).

17 STELLAR CAPITAL 1. SAME ADDRESS OF 325, VARDHMAN OF TOOR FINANCE 1. TOOR FINANCE: EMAIL FROM SERVICES PVT (49) AS PE KYC, SMCINDIA ON 18.01.2019 FOR LTD STELLAR CAPITAL (17) AS PER KYC AND MCA RECORD OF KYC2 AND STELLAR CAPITAL: FORTUNATE (1) AND SARASWATI (25) EMAIL FROM SHRI PARASARAM 2. SANJEEV KUMAR ARYA (14) IS THE DIRECTOR OF TIA HOLDING (SPHPL.COM) ON ENTERPRISES WHERE SUSHIL KUMAR SHARMA WAS ALSO 23.01.2019 AND MCA DIRECTOR WHO IS ALSO DIRECTOR OF STELLAR CAPITAL 2. MCA DETAILS OF SANJEEV (17) KUMAR 18 NATURAL MANOJ KUMAR SHARMA IS COMMON DIRECTOR OF MCA DETAILS OF MANOJ KUMAR INVESTMENT SHIVMANGAL (16) AND NATURAL INVESTMENT (18). SHARMA MANAGEMENT PVT LTD Order in the matter of Yamini Investment Company Limited.

19 DEVESHWAR 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA DETAILS OF PRAVIN AND REALTY PRIVATE SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA LTD. HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 2. CDSL EMAIL DATED 02556093. CONNECTION WITH COMPANY: PRAVIN AND 22.01.2019 VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI 3. EXCELLENT FINANCIAL (21) SIDHI ADVISORY PRIVATE LTD. VIDE SMC 18.01, NEPTUNE (22) 2. DEVESHWAR REALTY (19) HAVE OFFMARKET VIDE SMC 18.01, DEVESHWAR TRANSACTION WITH PREMLAL ROY (27), SANJAY KUMAR 19 VIDE SMC 18.01, MANDHAWA AGARWAL (MOONLIGHT-28 ), EXCELLENT (21), NITYANAND (20) VIA ANAND RATHI DATED THAKUR - SHRI RAM TRADERS (36) AND MAHESHWARI(24). 14.01, SARASWATI (25) VIA 3. EXCELLENT FINANCIAL (21), NEPTUNE (22), ANAND RATHI DATED 14.01, DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), SAMRAT TRADING (26) VIA ANAND SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) RATHI DATED 14.01 AND SHARE COMMON CONTACT NUMBER (9331110151) VINDYAVASINI AGENCY (12) VIDE CHOCIE INDIA 28.01.2019 20 MAADHAWA 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA DETAILS OF PRAVIN AND REALPRO PRIVATE SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA LTD. HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 2. EXCELLENT FINANCIAL (21) 02556093.CONNECTION WITH COMPANY : PRAVIN AND VIDE SMC 18.01, NEPTUNE (22) VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI VIDE SMC 18.01, DEVESHWAR SIDHI ADVISORY PRIVATE LTD. 19 VIDE SMC 18.01, MANDHAWA 2. EXCELLENT FINANCIAL (21), NEPTUNE (22), (20) VIA ANAND RATHI DATED DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), 14.01, SARASWATI (25) VIA SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) ANAND RATHI DATED 14.01, SHARE COMMON CONTACT NUMBER (9331110151) SAMRAT TRADING (26) VIA ANAND RATHI DATED 14.01 AND VINDYAVASINI AGENCY (12) VIDE CHOCIE INDIA 28.01.2019 21 EXCELLENT 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA DETAILS OF PRAVIN AND FINANCIAL SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA ADVISORY HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 2. CDSL EMAIL DATED PRIVATE LTD. 02556093. CONNECTION WITH COMPANY : PRAVIN AND 18.02.2019 AND EMAIL DATED VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI 22.01.0219 SIDHI ADVISORY PRIVATE LTD. 3. EXCELLENT FINANCIAL (21) 2. OFFMARKET TRANSACTION OF EXCELLENT (21) WITH VIDE SMC 18.01, NEPTUNE (22) PREM LAL ROY (27) ON 26.08.2014, 04.08.2014, VIDE SMC 18.01, DEVESHWAR 20.08.2014 ETC, NEPTUNE (22) ON 10.12.2014, 19 VIDE SMC 18.01, MANDHAWA 22.10.2014 ETC, SANJAY -MOONLIGHT (28) ON (20) VIA ANAND RATHI DATED 24.12.2014 09.10.2014 ETC, ARIES (43) ON 14.01.2015, 14.01, SARASWATI (25) VIA 21.11.2014, DEVESHWAR REALTY (19) ON 23.07.2014 ANAND RATHI DATED 14.01, AND SURAKSHIT (3) ON 19.08.2014, 14.01.2015 AND SAMRAT TRADING (26) VIA ANAND NITYANAND THAKUR - SHRI RAM TRADERS ( 36) ON RATHI DATED 14.01 AND 26.06.2014, 09.07.2014 ETC AND NITYANAND THAKUR - VINDYAVASINI AGENCY (12) VIDE KOMAL ENTERPISES (35) ON 25.08.2014, 04.09.2014 ETC CHOCIE INDIA 28.01.2019.

3. EXCELLENT FINANCIAL (21), NEPTUNE (22), DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) SHARE COMMON CONTACT NUMBER (9331110151)

Order in the matter of Yamini Investment Company Limited.

22 NEPTUNE 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA DETAILS OF PRAVIN AND FINANCIAL SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA ADVISORY HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 2. CDSL EMAIL DATED PRIVATE LTD. 02556093. CONNECTION WITH COMPANY : PRAVIN AND 22.01.2019 VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI 3. CDSL AND NSDL EMAIL SIDHI ADVISORY PRIVATE LTD. DATED 23.04.2018 2. NEPTUNE (22) HAS OFF MARKET TRANSACTION WITH 4. CDSL EMAIL DATED 18.02.109 PREMLAL ROY (27) ON 04.08.2014, EXCELLENT FINANCIAL 5. EXCELLENT FINANCIAL (21) (21) ON 08.09.2014, RABIKANATA -ARIES (43) ON VIDE SMC 18.01, NEPTUNE (22) 24.12.2014, SURAKSHIT (3) ON 27.11.2014 AND VIDE SMC 18.01, DEVESHWAR CHANDRAPRAKASH (52) 24.12.2014. 19 VIDE SMC 18.01, MANDHAWA 3. JUMANA SOEBBHAI (55) ON 28.10.2014 AND (20) VIA ANAND RATHI DATED 30.10.2014, HETAB (50) ON 22.10.2014 AND JAMUNA (51) 14.01, SARASWATI (25) VIA ON 28.10.2014 AND 30.10.2014 WITH NEPTUNE (22) IN ANAND RATHI DATED 14.01, YAMINI. CHANDRAPRAKASH (52)AND NIRMALABAI (53) SAMRAT TRADING (26) VIA ANAND HAVE OFF MARKET TRANSACTION WITH NEPTUNE FINANCIAL RATHI DATED 14.01 AND (22) IN YAMINI VINDYAVASINI AGENCY (12) VIDE 4 KUBER DEALCOM (6) HAVE OFF MARKET TRANSACTION CHOCIE INDIA 28.01.2019 WITH NEPTUNE FINANCIAL IN NON YAMINI ON 22.10.2014.

6. MCA 5. EXCELLENT FINANCIAL (21), NEPTUNE (22), DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) SHARE COMMON CONTACT NUMBER (9331110151) 23 NOVELTY DEALER 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA- DETAILS OF PRAVIN AND PRIVATE LTD. SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 02556093. CONNECTION WITH COMPANY : PRAVIN AND VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI SIDHI ADVISORY PRIVATE LTD. 24 MAHESHWARI COMMON DIRECTOR VIZ, PURUSHOTAM AGRAWAL OF 1. MCA DETAILS OF PURSHOTAM FINANCIAL FORTUNATE INFRA (1), OMKARA DEALER (2), SURAKSHIT AGRAWAL SERVICES MERCHANTS (3), TOOR FINANCE COMPANY (49), 2. CDSL EMAIL DATED PRIVATE LTD. MAHESHWARI FINANCIAL (24) AND MADHUR BUILDCON PVT 22.01.2019 LTD (PROMOTER OF YAMINI) 2. DEVESHWAR REALTY (19) HAVE OFFMARKET TRANSACTION WITH MAHESHWARI(24) IN NON YAMINI SCRIP. 25 SARASWATI 1. EXCELLENT FINANCIAL (21), NEPTUNE (22), 1. EXCELLENT FINANCIAL (21) BUILDHOME DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), VIDE SMC 18.01, NEPTUNE (22) PRIVATE LTD. SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) VIDE SMC 18.01, DEVESHWAR SHARE COMMON CONTACT NUMBER (9331110151) 19 VIDE SMC 18.01, MANDHAWA 2. SAME ADDRESS OF 325, VARDHMAN OF TOOR FINANCE (20) VIA ANAND RATHI DATED (49) AS PE KYC, STELLAR CAPITAL (17) AS PER KYC AND 14.01, SARASWATI (25) VIA MCA RECORD OF FORTUNATE (1) AND SARASWATI (25) ANAND RATHI DATED 14.01, SAMRAT TRADING (26) VIA ANAND RATHI DATED 14.01 AND VINDYAVASINI AGENCY (12) VIDE CHOCIE INDIA 28.01.2019 2. TOOR FINANCE: EMAIL FROM SMCINDIA ON 18.01.2019 FOR KYC2 AND STELLAR CAPITAL: EMAIL FROM SHRI PARASARAM Order in the matter of Yamini Investment Company Limited.

HOLDING (SPHPL.COM) ON 23.01.2019 AND MCA DETAILS OF SARASWATI AND FORTUNATE

26 SAMRAT TRADING 1. EXCELLENT FINANCIAL (21), NEPTUNE (22), 1. EXCELLENT FINANCIAL (21) CO / SANJAY DEVESHWAR (19), MANDHAWA (20), SARASWATI (25), VIDE SMC 18.01, NEPTUNE (22) KUMAR AGARWAL SAMRAT TRADING (26) AND VINDYAVASINI AGENCY (12) VIDE SMC 18.01, DEVESHWAR SHARE COMMON CONTACT NUMBER (9331110151) 19 VIDE SMC 18.01, MANDHAWA 2. MOONLIGHT (28) AND SAMRAT TRADING (26) HAS SAME (20) VIA ANAND RATHI DATED PROPRIETOR (SANJAY KUMAR AGARWAL). 14.01, SARASWATI (25) VIA 3. SAMRAT (26), KOMAL (35), ARIES (43), VINDYAVASINI ANAND RATHI DATED 14.01, (12) AND SHRI RAM TRADERS (36) SHARE COMMON SAMRAT TRADING (26) VIA ANAND ADDRESS (14/2 OLD CHINA BAZAR 1ST FLR KOLKATA, RATHI DATED 14.01 AND 700001). VINDYAVASINI AGENCY (12) VIDE CHOCIE INDIA 28.01.2019 2. SAMRAT (26) VIDE ANAND RATHI AND MOONLIGHT (28) VIDE EMAIL SMC DATED 18.01 KYC 1 3. SAMRAT (26) VIDE ANAND RATHI ON 14.01.2019, KOMAL (35) SMC EMAIL DATED 18.01 KYC 3, ARIES (43) VIDE SMC DATED 18.01 KYC 3, VINDYAVASINI (12) VIDE CHOICE INDIA CD AND SHRI RAM TRADERS (36) VIDE ANAND RATHI ON 14.01.2019 PART 1 27 PREMLAL ROY 1. OFFMARKET TRANSACTION OF PREMLAL ROY (27) WITH 1. CDSL EMAIL DATED SANJAY KUMAR AGARWAL - MOONLIGHT (28), SURAKSHIT 22.01.2019 (3), NITYANAND THAKUR-SHRI TRAM TRADER (36), 2. CDSL AND NSDL EMAIL DEVESHWAR REALTY (19), NEPTUNE (22) AND RABIKANTA- DATED 23.04.2018 ARIES (43) IN NON YAMINI SCRIP. 2. INDIA FINSEC LTD (44) ON 25.10.2013 AND ANSHU KATARUKA (48) ON 12.11.2014 HAVE INTER DEPOSTORY OFF MARKET TRANSACTION WITH PREMLAL ROY (27) IN YAMINI 28 MOONLIGHT 1. MOONLIGHT (28) AND SAMRAT TRADING (26) HAS SAME 1. SAMRAT (26) VIDE ANAND UDYOG / SANJAY PROPRIETOR (SANJAY KUMAR AGARWAL). RATHI AND MOONLIGHT (28) VIDE KUMAR AGARWAL 2. SURAKSHIT MERCHANTS PRIVATE LTD. (3) HAS OFF EMAIL SMC DATED 18.01 KYC 1 MARKET TRANSACTION WITH SANJAY KUMAR AGARWAL (28) 2. CDSL EMAIL DATED IN NON YAMINI. 22.01.2019 29 TRUTHFUL 1. LINKUP (32), TRUTHFUL (29) AND IMAGINE (31) HAVE 1. MCA DETAILS OF VIVEK JAIN DEALCOMM COMMON DIRECTOR VIVEK JAIN (DIN: 1851724). 2. SURABHI DEALMARK (34) VIDE PRIVATE LTD. 2. SURABHI DEALMARK (34) AND IMAGINE LOGISTICS (29) AUM 14.01 AND IMAGINE

Order in the matter of Yamini Investment Company Limited.

SHARE COMMON EMAIL ID LOGISTICS (29) VIDE CHOICE (SINGHRANAPRATAP151@GMAIL.COM) INDIA 28.01.19

30 JHILMIL JHILMIL (30) AND IMAGINE (31) HAVE COMMON DIRECTOR 1. MCA DETAILS OF RANA DEALTRADE RANA PRATAP SINGH (DIN: 399136). PRATAP SINGH PRIVATE LTD. 31 IMAGINE 1. LINKUP (32), TRUTHFUL (29) AND IMAGINE (31) HAVE 1. MCA DETAILS OF VIVEK JAIN, LOGISTICS COMMON DIRECTOR VIVEK JAIN (DIN: 1851724). JHILMIL RANA PRATAP SINGH, JITENDRA PRIVATE LTD. (30) AND IMAGINE (31) HAVE COMMON DIRECTOR RANA JAIN AND SONAL JAIN PRATAP SINGH (DIN: 399136). OVERALL LOGISTICS (33) AND IMAGINE LOGISTICS (31) HAVE COMMON DIRECTORS JITENDRA JAIN AND SONAL JAIN. 32 LINKUP VINTRADE LINKUP (32), TRUTHFUL (29) AND IMAGINE (31) HAVE 1. MCA DETAILS OF VIVEK JAIN PRIVATE LTD. COMMON DIRECTOR VIVEK JAIN (DIN: 1851724). 33 OVERALL 1. OVERALL LOGISTICS (33) AND IMAGINE LOGISTICS (31) 1. MCA DETAILS OF JITENDRA LOGISTICS HAVE COMMON DIRECTORS JITENDRA JAIN AND SONAL AND SONAL PRIVATE LTD. JAIN. 2. MSB ETRADE DATED 2. OVERALL LOGISTICS (33) SHARES CONTACT NUMBER 18.01.2019 AND GOOD POINT 9330123477 WITH GOODPOINT COMMODEAL (40) (40) VIDE CHOICE INDIA CD DATED 28.01.2019 34 SURABHI SURABHI DEALMARK (34) AND IMAGINE LOGISTICS (31) 1. EMAIL FROM AUM DATED DEALMARK SHARE COMMON EMAIL ID 14.01.2019 AND CD RECEIVED PRIVATE LTD. (SINGHRANAPRATAP151@GMAIL.COM) FROM CHOICE INDIA ON 28.01.2019 35 KOMAL 1. KOMAL ENTERPSIES (35) HAS PARTNER NITYANAND 1. KOMAL (35) SMC EMAIL DATED ENTERPRISES / THAKUR WHO IS DIRECTOR IN GOODPOINT COMMODEAL PVT 18.01 KYC 3 AND MCA DETAILS NITYANAND LTD (40) AND RAJPUTANA DIGITAL (41) FOR NITYANAND THAKUR THAKUR 2. NITYANAND THAKUR-KOMAL ENTERPSIDE (36) HAS OFF 2. CDSL EMAIL DATED MARKET TRANSACTION WITH EXCELLENT FINANCIAL (21), 22.01.2019 PREMLAL ROY (27) AND SURAKSHIT (3) I IN YAMINI AND HAS 3. SAMRAT (26) VIDE ANAND OFF MARKET TRANSACTION WITH DEVESHWAR REALTY (19), RATHI ON 14.01.2019, KOMAL KOMAL (35) ANDN NON YAMINI.

(35) SMC EMAIL DATED 18.01 2. SAMRAT (26), KOMAL (35), ARIES (43), VINDYAVASINI KYC 3, ARIES (43) VIDE SMC (12) AND SHRI RAM TRADERS (36) SHARE COMMON DATED 18.01 KYC 3, ADDRESS (14/2 OLD CHINA BAZAR 1ST FLR KOLKATA, VINDYAVASINI (12) VIDE CHOICE 700001). INDIA CD AND SHRI RAM TRADERS (36) VIDE ANAND RATHI ON 14.01.2019 PART 1 36 SHRI RAM 1. NITYANAND THAKUR -SHRI RAM TRADERS (36) HAS OFF 1. CDSL EMAIL DATED TRADERS / MARKET TRANSACTION WITH SURAKSHIT MERCHANTS 22.01.2019 NITYANAND PRIVATE LTD. (3), EXCELLENT FINANCIAL (21), 2. SAMRAT (26) VIDE ANAND THAKUR DEVESHWAR REALTY (19), PREMLAL ROY (27 AND KOMAL RATHI ON 14.01.2019. KOMAL (35) (35) SMC EMAIL DATED 18.01.19 2. SAMRAT (26), KOMAL (35), ARIES (43), VINDYAVASINI KYC 3, ARIES (43) VIDE SMC (12) AND SHRI RAM TRADERS (36) SHARE COMMON DATED 18.01 KYC 3, ADDRESS (14/2 OLD CHINA BAZAR 1ST FLR KOLKATA, VINDYAVASINI (12) VIDE CHOICE 700001). INDIA CD AND SHRI RAM TRADERS (36) VIDE ANAND RATHI ON 14.01.2019 PART 1

Order in the matter of Yamini Investment Company Limited.

37 SHUBHDAYAK 1. SATISH KUMAR (39( (DIN- 06938538) AND SATBIR 1. MCA DETAILS OF SATISH AND TRADEX PRIVATE SINGH (38) (DIN - 07126259) ARE DIRECTORS OF SATBIR LTD. SHUBHDAYAK TRADEX (37). 2.VIDE NSDL EMAIL 20.02.19 AND 2. RAMNIWAS (64) ON 09.06.2015 HAS INTERDEPOSITORY VIDE CDSL 18.02.19 AND SANTOSH (65) ON 30.09.2015 HAVE OFF MARKET 3. SHUBHDAYAK TRADEX (37) TRANSACTION WITH SHUBHDAYAK TRADEX PRIVATE LTD. VIDE VP CONSULTANT 15.01, (37). SATISH KUMAR (39) VIDE CHOICE 3. SHUBHDAYAK TRADEX (37), SATISH KUMAR (39) AND INDIA 28.01.02019 AND SATBIR SATBIR SINGH (38) SHARE COMMON CONTACT NUMBER SINGH (38) VIDE R KSTOCK (7428190358). HOLDING ON 31.01.2019 38 SATBIR SINGH 1. SATISH KUMAR (39( (DIN- 06938538) AND SATBIR 1. MCA DETAILS OF SATISH AND SINGH (38) (DIN - 07126259) ARE DIRECTORS OF SATBIR SHUBHDAYAK TRADEX (37). 2. SHUBHDAYAK TRADEX (37) 2. SHUBHDAYAK TRADEX (37), SATISH KUMAR (39) AND VIDE VP CONSULTANT 15.01, SATBIR SINGH (38) SHARE COMMON CONTACT NUMBER SATISH KUMAR (39) VIDE CHOICE (7428190358). INDIA 28.01.02019 AND SATBIR 3. OFFMARKET OF SATBIR (38) WITH SATISH (39) J AND N SINGH (38) VIDE R KSTOCK JAISWLA (68).

HOLDING ON 31.01.2019 3. CDSL EMAIL DATED 22.01.2019 39 SATISH KUMAR 1. SATISH KUMAR (39( (DIN- 06938538) AND SATBIR 1. MCA DETAILS OF SATISH AND SINGH (38) (DIN - 07126259) ARE DIRECTORS OF SATBIR SHUBHDAYAK TRADEX (37). 2. CDSL EMAIL DATED 2. SATISH KUMAR (39) HAVE OFF MARKET TRANSACTION 22.01.2019 WITH ARIES COMMERCIALS (43) ON 15.01.2015 IN NON 3. CDSL EMAIL DATED YAMINI. 18.02.2019 3. .J AND N JAISWAL INVESTMENTS (68) HAS OFF MARKET 4. SHUBHDAYAK TRADEX (37) TRANSACTION SATISH KUMAR (39) ON VARIOUS VIDE VP CONSULTANT 15.01, DATES(29.09.2014, 19.12.2014 ETC). SATISH KUMAR (39) VIDE CHOICE 4. SHUBHDAYAK TRADEX (37), SATISH KUMAR (39) AND INDIA 28.01.02019 AND SATBIR SATBIR SINGH (38) SHARE COMMON CONTACT NUMBER SINGH (38) VIDE R KSTOCK (7428190358). HOLDING ON 31.01.2019 40 GOODPOINT 1. GOODPOINT COMMODEAL (40) AND RAJPUTANA DIGITAL 1. MCA DETAILS OF NITYANAND COMMODEAL MEDIA (41) HAVE COMMON DIRECTORS NITYANAND THAKUR THAKUR AND RAJIB PRIVATE LTD. AND RAJIB KUMAR SHARMA. 2. KOMAL (35) SMC EMAIL DATED 2. NITYA NAND THAKUR IS PARTNER IN KOMAL 18.01.19 KYC 3 ENTERPRISES(35). 3. MSB ETRADE DATED 3. OVERALL LOGISTICS (33) SHARES CONTACT NUMBER 18.01.2019 AND GOOD POINT 9330123477 WITH GOODPOINT COMMODEAL (40) (40) VIDE CHOICE INDIA CD DATED 4. OMKARA (2), SURAKSHIT (3) AND VINDYAVASINI AGENCY 28.01.2019 (12) ARE THE SIGNIFNCAT SHAREHOLDERS OF GOODPOINT 4. GOOD POINT (40) VIDE CHOICE (40) INDIA CD DATED 28.01.2019 41 RAJPUTANA GOODPOINT COMMODEAL (40) AND RAJPUTANA DIGITAL 1. MCA DETAILS OF NITYANAND DIGITAL MEDIA MEDIA (41) HAVE COMMON DIRECTORS NITYANAND THAKUR THAKUR AND RAJIB PRIVATE LTD. AND RAJIB KUMAR SHARMA.

42 EMRALD 1. EMRALD COMMERCIAL (42), ARIES COMMERCIALS (43) 1. EMRALD COMMERCIAL (42) VIA COMMERCIAL LTD. SHARE COMMON CONTACT NUMBER ( 9330234518) SMC 18.01.2019 AND ARIES COMMERCIALS (43) AAVFA6230F VIA CHOCIE INDIA ON 28.01.2019

Order in the matter of Yamini Investment Company Limited.

43 ARIES 1. ARIES COMMERCIALS (43) HAS OFF MARKET WITH 1. CDSL EMAIL DATED COMMERCIALS PREMLAL (27), EXCELLENT (21), NEPTUNE (22) AND SATISH 22.01.2019 KUMAR (39) ON 15.01.2015. 2. CDSL EMAIL DATED 2. SUBHLABH INVESTMENT (54) HAVE OFF MARKET 16.01.2019 TRANSACTION WITH ARIES COMMERCIALS (43) ON 3. CDSL EMAIL DATED 21.04.2015 IN NON YAMINI. 18.02.2019 3. DHANSAKTI (9) AHAVE OFF MARKET TRANSACTION WITH 4. SAMRAT (26) VIDE ANAND ARIES COMMERCIALS (43) IN NON YAMINI ON 15.05.2015. RATHI ON 14.01.2019, KOMAL 4. SAMRAT (26), KOMAL (35), ARIES (43), VINDYAVASINI (35) SMC EMAIL DATED 18.01.19 (12) AND SHRI RAM TRADERS (36) SHARE COMMON KYC 3, ARIES (43) VIDE SMC ADDRESS (14/2 OLD CHINA BAZAR 1ST FLR KOLKATA, DATED 18.01 KYC 3, 700001). VINDYAVASINI (12) VIDE CHOICE 5. EMRALD COMMERCIAL (42), ARIES COMMERCIALS (43) INDIA CD AND SHRI RAM TRADERS SHARE COMMON CONTACT NUMBER ( 9330234518) (36) VIDE ANAND RATHI ON 14.01.2019 PART 1 5. EMRALD COMMERCIAL (42) VIA SMC 18.01.2019 AND ARIES COMMERCIALS (43) AAVFA6230F VIA CHOCIE INDIA ON 28.01.2019 44 INDIA FINSEC LTD. 1. GOPAL BANSAL (46) IS THE DIRECTOR OF INDIA FINSEC 1. MCA DETAILS OF GOPAL LTD. (44).

HE WAS THE DIRECTOR OF TOOR FINANCE BANSAL COMPANY LTD (49). 2. CDSL AND NSDL EMAIL 2. INDIA FINSEC LTD (44) ON 25.10.2013 HAS INTER DATED 23.04.2018 DEPOSTORY OFF MARKET TRANSACTION WITH PREMLAL 3. GOPAL BANSAL (46), GOPAL ROY (27) IN YAMINI BANSAL HUF (45) VIDE MSB 3. GOPAL BANSAL (46), GOPAL BANSAL (HUF) (45) AND ETRADE DATED 18.01.2019 AND INDIA FINSEC LTD (44) SHARE COMMON CONTACT NUMBER INDIA FINSEC LTD (44) VIDE SHRI (9350655363). PARASARM HOLDING SPHPL ON 23.01.2019 45 GOPAL BANSAL 1. GOPAL BANSAL (46), GOPAL BANSAL (HUF) (45) AND GOPAL BANSAL (46), GOPAL (HUF) INDIA FINSEC LTD (44) SHARE COMMON CONTACT NUMBER BANSAL HUF (45) VIDE MSB (9350655363). ETRADE DATED 18.01.2019 AND INDIA FINSEC LTD (44) VIDE SHRI PARASARM HOLDING SPHPL ON 23.01.2019 46 GOPAL BANSAL 1. GOPAL BANSAL (46) IS THE DIRECTOR OF INDIA FINSEC 1. MCA DETAILS OF GOPAL LTD. (44). HE WAS THE DIRECTOR OF TOOR FINANCE BANSAL COMPANY LTD (49). 2. GOPAL BANSAL (46), GOPAL 2. GOPAL BANSAL (46), GOPAL BANSAL HUF (45) AND BANSAL HUF (45) VIDE MSB INDIA FINSEC LTD (44) SHARE COMMON CONTACT NUMBER ETRADE DATED 18.01.2019 AND (9350655363).

INDIA FINSEC LTD (44) VIDE SHRI PARASARM HOLDING SPHPL ON 23.01.2019 47 AUTOLITE AUTOLITE AGENCIES (47) HAS OFF MARKET TRANSACTION 1. CDSL EMAILD ATED AGENCIES WITH GOPAL BANSAL HUF (45) IN NON YAMINI ON 16.01.2019 PRIVATE LTD. 02.04.2015 48 ANSHU KATARUKA ANSHU KATARUKA (48) ON 12.11.2014 HAS INTER CDSL AND NSDL EMAIL DATED DEPOSTORY OFF MARKET TRANSACTION WITH PREMLAL 23.04.2018 ROY (27) IN YAMINI

Order in the matter of Yamini Investment Company Limited.

49 TOOR FINANCE 1. GOPAL BANSAL (46) IS THE DIRECTOR OF INDIA FINSEC 1. MCA DETAILS OF GOPAL COMPANY LTD. LTD. (44). HE WAS THE DIRECTOR OF TOOR FINANCE BANSAL COMPANY LTD (49). 2. TOOR FINANCE: EMAIL FROM 2. SAME ADDRESS OF 325, VARDHMAN OF TOOR FINANCE SMCINDIA ON 18.01.2019 FOR (49) AS PE KYC, STELLAR CAPITAL (17) AS PER KYC AND KYC2 AND STELLAR CAPITAL: MCA RECORD OF FORTUNATE (1) AND SARASWATI (25) EMAIL FROM SHRI PARASARAM HOLDING (SPHPL.COM) ON 23.01.2019 AND MCA 50 HETAB S KANGAD HETAB (50) ON 22.10.2014 HAS INTERDESPOSTORY WITH CDSL AND NSDL EMAIL DATED NEPTUNE (22) IN YAMINI 23.04.2018 51 JAMUNA JAMUNA (51) ON 28.10.2014 AND 30.10.2014 HAD CDSL AND NSDL EMAIL DATED RAMASUBRAMANIA INTERDEPOSTORY WITH NEPTUNE (22) IN YAMINI. 23.04.2018 M 52 CHANDRAPRAKAS 1. CHANDRAPRAKASH (52)AND NIRMALABAI (53) HAVE OFF 1. CDSL AND NSDL EMAIL H BALKISANJI MARKET TRANSACTION WITH NEPTUNE FINANCIAL (22) IN DATED 23.04.2018 LADDHA YAMINI 2. CHANDRAPRAKASH (52) AND 2. CHANDRAPRAKASH (52) AND NIRMALBHAI (53) SHARE NIRMALBHAI (53) VIDE COMMON CONTACT NUMBER (9421737289) MANGALDAS SECURITIES PVT. ON 15.01.2019 53 NIRMALABAI 1. NIRMALABAI (53) HAVE OFF MARKET TRANSACTION WITH 1. CDSL AND NSDL EMAIL CHANDRAPRAK NEPTUNE FINANCIAL (22) IN YAMINI DATED 23.04.2018 LADDHA 2. CHANDRAPRAKASH (52) AND NIRMALBHAI (53) SHARE 2. CHANDRAPRAKASH (52) AND COMMON CONTACT NUMBER (9421737289) NIRMALBHAI (53) VIDE MANGALDAS SECURITIES PVT. ON 15.01.2019 54 SUBHLABH 1. MAADHWA (20), DEVESHWAR (19) AND EXCELLENT (21), 1. MCA DETAILS OF PRAVIN AND INVESTMENT SUBHLABH (54), NEPTUNE (22) AND NOVELTY DEALER (23) VANDANA CONSULTANT HAVE COMMON DIRECTOR PRAVIN KUMAR AGARWAL (DIN: 2. CDSL EMAIL DATED PRIVATE LTD. 02556093. CONNECTION WITH COMPANY : PRAVIN AND 16.01.2019 VANDANA (DIRECTOR OF YAMINI) ARE DIRECTORS OF RIDHI SIDHI ADVISORY PRIVATE LTD. 2. SUBHLABH INVESTMENT (54) HAVE OFF MARKET TRANSACTION WITH ARIES COMMERCIALS (43) ON 21.04.2015 IN NON YAMINI.

55 JUMANA JUMANA SOEBBHAI (55) INTERSPOSTORY OFFMARKET CDSL AND NSDL EMAIL DATED SOEBBHAI TRANSACTION WITH NEPTUNE (22) IN YAMINI ON 28.10.2014 23.04.2018 RANGWALA AND 30.10.2014. 56 ANGELIQUA NAYAN AGARWAL AND MOHAN RAMESH SINGHARE ARE THE 1. MCA DETAILS OF NAYAN AND AGENCIES DIRECTORS OF EVERBLINK (57) AS WELL AS ANGELIQUA MOHAN PRIVATE LTD. AGENCIES PRIVATE LTD. 57 EVERBLINK 1. NAYAN AGARWAL AND MOHAN RAMESH SINGHARE ARE 1. MCA DETAILS OF NAYAN AND AGENCY PVT LTD THE DIRECTORS OF EVERBLINK (57) AS WELL AS ANGELIQUA MOHAN AGENCIES PRIVATE LTD. 2. VIDE NSDL 20.02.19 AND AND 2. EVERBLINK (57) HAS INTERSEPOSTORY OFF MARKET VIDE CDSL 18.02 TRANSACTION WITH ECOSPACE (62) ON 24.07.2015 58 GOLDENSIGHT 1. GOLDENSIGHT (58) AND SAMUDHITA VANIJYA (59) HAVE 1. MCA DETAILS OF SURAJIT, COMMOTRADE COMMON DIRECTOR SURAJIT SARKAR (DIN: 06937393) ARUP AND SUNIL PVT LTD AND ARUP KUMAR DEB (DIN: 06730844 ). GOLDENSIGHT 2. BANK STATEMENT OF RICHI (58), SAMUDHITA (59) AND SANSHIPT (60) HAVE COMMON FROM ICICI BANK DATED DIRECTOR SUNIL PASWAN DIN 06654467. 13.03.2019 2. FUND TRANSFER BETWEEN RICHI (63) WITH Order in the matter of Yamini Investment Company Limited.

GOLDENSIGHT COMM (58) 3. CDSL EMAIL DATED 3. ECOSPACE (62) HAS OFF MARKET WITH GOLDENSIGHT 22.01.2019 (58) ON 27.07.2015 AND 30.07.2015

59 SAMUDHITA 1. GOLDENSIGHT (58) AND SAMUDHITA VANIJYA (59) HAVE 1. MCA DETAILS OF SURAJIT, VANIJYA PRIVATE COMMON DIRECTOR SURAJIT SARKAR (DIN: 06937393) ARUP AND SUNIL LTD. AND ARUP KUMAR DEB (DIN: 06730844 ) GOLDENSIGHT (58), SAMUDHITA (59) AND SANSHIPT (60) HAVE COMMON DIRECTOR SUNIL PASWAN DIN 06654467. 60 SANSHIPT GOLDENSIGHT (58), SAMUDHITA (59) AND SANSHIPT (60) 1. MCA DETAILS OF SUNIL,AKASH BROKING AND HAVE COMMON DIRECTOR SUNIL PASWAN DIN 06654467. AND TANMAY CONSULTANCY AKASH GOENKA DIN 06681840 IS THE DIRECTOR OF PVT LTD. SANSHIPT (60) AS WELL AS OVERARCHING DEALERS. TANMAY ROY 06937398 IS THE DIRECTOR OF OVERARCHING DEALERS AND HEADFIRST VINIMAY (61). 61 HEADFIRST 1. AKASH GOENKA DIN 06681840 IS THE DIRECTOR OF 1. MCA DETAILS OF AKASH, VINIMAY PRIVATE SANSHIPT (60) AS WELL AS OVERARCHING DEALERS. TANMAY AND RAJESH LTD. TANMAY ROY 06937398 IS THE DIRECTOR OF OVERARCHING DEALERS AND HEADFIRST VINIMAY (61). RAJESH SINGH IS COMMON DIRECTOR BETWEEN ECOSPACE (62) AND OVERARCHING DEALERS PVT LTD. 62 ECOSPACE 1. ECOSPACE (62) HAS OFF MARKET WITH GOLDENSIGHT 1. CDSL EMAIL DATED INFOTECH PVT (58) ON 27.07.2015 AND 30.07.2015 22.01.2019 LTD 2. EVERBLINK (57) HAS INTERSEPOSTORY OFF MARKET 2. VIDE NSDL 20.02 .19 AND AND TRANSACTION WITH ECOSPACE (62) ON 24.07.2015 VIDE CDSL 18.02 3. RAJESH SINGH IS COMMON DIRECTOR BETWEEN 3. MCA DETAILS OF RAJESH, ECOSPACE (62) AND OVERARCHING DEALERS PVT LTD. TANMAY TANMAY ROY 06937398 IS THE DIRECTOR OF OVERARCHING DEALERS AND HEADFIRST VINIMAY (61).

63 RICHI 1. FUND TRANSFER BETWEEN RICHI (63) WITH 1. BANK STATEMENT OF RICHI CONSULTANTS GOLDENSIGHT COMM (58) AND HEAD FIRST VINIMAY (61) FROM ICICI BANK PVT LTD DATED 13.03.2019 AND HDFC BANK DATED 28.03.2019 AND 27.03.2019 64 RAMNIWAS 1. RAMNIWAS (64) ON 09.06.2015 HAS INTERDEPOSITORY 1. VIDE NSDL EMAIL 20.02 AND DAHIYA WITH SHUBHDAYAK TRADEX PRIVATE LTD. (37). 2. J AND N VIDE CDSL 18.02 JAISWAL INVESTMENTS (68) HAS INTERDESPOSTORY WITH RAMNIWAS (64) ON VARIOUS DATES LIKE 27.12.2013, 14.10.2013 ETC 65 SANTOSH KUMAR SANTOSH (65) ON 30.09.2015 HAVE OFF MARKET .VIDE NSDL EMAIL 20.02 AND SONI TRANSACTION WITH SHUBHDAYAK TRADEX PRIVATE LTD. VIDE CDSL 18.02 (37). 66 SHIVRAVI 1. SHIV LAL (DIN: 25065) IS THE DIRECTOR OF SHIVRAVI 1. MCA DETAILS OF SHIV LAL MARKETING (66) AND GOLDEN TRADEXIM (69). 2. CDSL EMAILD DATED PRIVATE LTD. 2. SHIVRAVI MARKETING PRIVATE LTD. (66) HAS OFF 18.02.2019 MARKET TRANSACTION WITH SATISH KUMAR (39) IN NON 3. SHIVRAVI (66) AND SK SHARE YAMINI ON 24.09.2015 (67) AS PER EMAIL FROM 3. SHIVRAVI (66) AND SK SHARE (67) SHARE COMMON FAIRWAELTH DATED 24.01.2019 CONTACT NUMBER (7611957831)

Order in the matter of Yamini Investment Company Limited.

67 S K SHARE AND SHIVRAVI (66) AND SK SHARE (67) SHARE COMMON SHIVRAVI (66) AND SK SHARE TRADING CONTACT NUMBER (7611957831) (67) AS PER EMAIL FROM COMPANY FAIRWEALTH DATED 24.01.2019 68 J AND N JAISWAL 1. .J AND N JAISWAL INVESTMENTS (68) HAS 1. CDSL EMAIL DATED INVESTMENTS PVT INTERDESPOSTORY WITH RAMNIWAS (64) ON VARIOUS 18.02.2019 AND NSDL LTD DATES LIKE 27.12.2013, 14.10.2013 ETC AND OFF MARKET EMAIL DATED 20.02.2019 TRANSACTION WITH SATISH KUMAR (39) ON VARIOSU DATES(29.09.2014, 19.12.2014 ETC). SHUBHDAYAK PROPERTIES (70) HAS OFF MARKET TRANSACTION WITH J AND N JAISWAL INVESTMENTS (68) .DIVINE WATERS (72) HAS OFF MARKET TRANSACTION WITH J AND N JAISWAL INVESTMENTS (68). 69 GOLDEN SHIV LAL (DIN: 25065) IS THE DIRECTOR OF SHIVRAVI (66) MCA DETAILS OF SHIV LAL TRADEXIM AND GOLDEN TRADEXIM (69). PRIVATE LTD. 70 SHUBHDAYAK 1. DINESH KUMAR (71) DIN 06965571 IS THE DIRECTOR OF 1. MCA DETAILS OF DINESH AND PROPERTIES SONIA FINVEST PVT LTD, WHICH SHARES SAME ADDRESS SHUBHADAYAK AND SONIA PRIVATE LTD. WITH SHUBHDAYAK PROPERTIES (70) FINVEST 2. SHUBHDAYAK PROPERTIES (70) HAS OFF MARKET 2. CDSL EMAILD ATED TRANSACTION WITH J AND N JAISWAL INVESTMENTS (68) 22.01.2019 71 DINESH KUMAR DINESH KUMAR (71) DIN 06965571 IS THE DIRECTOR OF MCA DETAILS OF DINESH AND SONIA FINVEST PVT LTD, WHICH SHARES SAME ADDRESS SHUBHADAYAK AND WITH SHUBHDAYAK PROPERTIES (70) SONIA FINVEST 72 DIVINE WATERS 1. DIVINE WATERS (72) HAS OFF MARKET TRANSACTION BOTH BELONG TO NSDL VIDE PVT LTD WITH J AND N JAISWAL INVESTMENTS (68).

EMAIL DATED 20.02.19 73 SAHANBHUTI 1. GOLEKH KUMAR MALLICK (DIN: 3040158) WAS THE 1. MCA DETAILS OF GOLEKH AGENCIES DIRECTOR OF BOTH DHIRGA (7) AND SAHANUBHUTI (73) 2. SAHANBHUTI (73) VIDE INDO PRIVATE LTD. 2. SAHANUBHUTTI (73), TRUCKLINK VINIMAY (74) AND JATALIA CD 17.01.2019 IN KYC MOULD TRADING (75) HAVE SAME EMAIL ID : DOC, TRUCKLINK(74) VIDE EMAIL ANILTAYALAGRI@GMAIL.COM SHRI PARASARAM DATED 23.01.2019 AND VIDE INDO JATALIA CD 17.01.2019 IN MODIFICATION 2.PDF 74 TRUCKLINK 1. TRUCKLINK VINIMAY (74) AND MOULD TRADING (75) 1. MCA DETAILS OF YOGESH VINMAY TRADING HAVE COMMON DIRECTORS YOGESHA CHAND (DIN: CHAND AND BABLU PRIVATE LTD. 05217849) AND BABLU (DIN: 05217790) 2. SAHANBHUTI (73) VIDE INDO 2. SAHANUBHUTTI (73), TRUCKLINK VINIMAY (74) AND JATALIA CD 17.01.2019 IN KYC MOULD TRADING (75) HAVE SAME EMAIL ID : DOC, TRUCKLINK(74) VIDE EMAIL ANILTAYALAGRI@GMAIL.COM SHRI PARASARAM DATED 23.01.2019 AND VIDE INDO JATALIA CD 17.01.2019 IN MODIFICATION 2.PDF 75 MOULD TRADING 1. TRUCKLINK VINIMAY (74) AND MOULD TRADING (75) 1. MCA DETAILS OF YOGESH PRIVATE LTD. HAVE COMMON DIRECTORS YOGESHA CHAND (DIN: CHAND AND BABLU 05217849) AND BABLU (DIN: 05217790) 2. MOULD (75) VIDE INDO JATALIA 2. DIRECT MERCANTILE (79) ANS MOULD TRADING (75) CD 17.01.2019 IN CML PDF AND HAVE SAME CONTACT NUMBER 9560224708. DIRECT (79) VIDE INDO JATALIA 3. SAHANUBHUTTI (73), TRUCKLINK VINIMAY (74) AND CD 17.01.2019 IN KYC PDF MOULD TRADING (75) HAVE SAME EMAIL ID : 3. SAHANBHUTI (73) VIDE INDO ANILTAYALAGRI@GMAIL.COM JATALIA CD 17.01.2019 IN KYC DOC, TRUCKLINK(74) VIDE EMAIL Order in the matter of Yamini Investment Company Limited.

SHRI PARASARAM DATED 23.01.2019 AND VIDE INDO JATALIA CD 17.01

76 MANISH KUMAR 1. ANIKET (78) HAS OFF MARKET TRANSACTION WITH 1. CDSL EMAIL DATED DIRECT MERCANTILE (79), KALASHDHAN PROMOTERS- 18.02.2019 OTHER NAME ICE GLOBE (80), ABLAZE TOUR AND 2. JITENDRA (77) AND MANISH TRAVELS (81), MANISH KUMAR (76), YASH (82), SUNNY (76) SVIDE EMAIL HDFC SEC (83) AND GAGAN (84). 18.02 2. JITENDRA (77) AND MANISH (76) SHARE COMMON EMAIL ID (SHARES.BARTER@OUTLOOK.COM). 77 JITENDRA KUMAR JITENDRA (77) AND MANISH (76) SHARE COMMON EMAIL ID JITENDRA (77) AND MANISH (76) (SHARES.BARTER@OUTLOOK.COM). SVIDE EMAIL HDFC SEC DATED 18.02.19 78 ANIKET 1. ANIKET (78) HAS OFF MARKET TRANSACTION WITH 1. CDSL EMAIL DATED DIRECT MERCANTILE (79), KALASHDHAN PROMOTERS- 18.02.2019 OTHER NAME ICE GLOBE (80), ABLAZE TOUR AND TRAVELS (81), MANISH KUMAR (76), YASH (82), SUNNY (83) AND GAGAN (84). 79 DIRECT 1. ANIKET (78) HAS OFF MARKET TRANSACTION WITH 1. CDSL EMAIL DATED MERCANTILE DIRECT MERCANTILE (79), KALASHDHAN PROMOTERS- 18.02.2019 COMPANY OTHER NAME ICE GLOBE (80), ABLAZE TOUR AND 2. MOULD (75) VIDE INDO JATALIA PRIVATE LTD. TRAVELS (81), MANISH KUMAR (76), YASH (82), SUNNY CD 17.01.2019 IN CML PDF AND (83) AND GAGAN (84).

DIRECT (79) VIDE INDO JATALIA 2. DIRECT MERCANTILE (79) ANS MOULD TRADING (75) CD 17.01.2019 IN KYC PDF HAVE SAME CONTACT NUMBER 9560224708. 80 KALASHDHAN 1. ABLAZE (81) AND KALASHDHAN (80) HAVE COMMON 1. MCA DETAILS OF SHYAMAL PROMOTERS DIRECTORS (SHYAMAL KUMAR SARDAR DIN 06814742 AND AND DEBABRATA PRIVATE LTD. DEBABRATA CHATTERJEE DIN 06814769 2. CDSL EMAIL DATED 2. KALASHDHAN PROMOTERS- OTHER NAME ICE GLOBE 18.02.2019 (80) HAS OFF MARKET TRANSACTION WITH ANIKET (78) 3. CDSL EMAIL DATED 3. BRAJENDRA KUMAR (86) HAS INTERDESPOSTORY OFF 18.02.2019 AND NSDL DATED MARKET TRANSACTION WITH KALASHDHAN PROMOTERS (80) 20.02.2019 - ICE GLOBE. 81 ABLAZE TOUR 1. ABLAZE (81) AND KALASHDHAN (80) HAVE COMMON 1. MCA DETAILS OF SHYAMAL AND TRAVELS DIRECTORS (SHYAMAL KUMAR SARDAR DIN 06814742 AND AND DEBABRATA PRIVATE LTD. DEBABRATA CHATTERJEE DIN 06814769. 2. CDSL EMAIL DATED 2. ANIKET (78) HAS OFF MARKET TRANSACTION WITH 18.02.2019 ABLAZE TOUR AND TRAVELS (81). 82 YASH GROVER 1. ANIKET (78) HAS OFF MARKET TRANSACTION WITH YASH 1. CDSL EMAIL DATED (82) 18.02.2019 83 SUNNY GUPTA 1. ANIKET (78) HAS OFF MARKET TRANSACTION WITH 1. CDSL EMAIL DATED SUNNY (83) 18.02.2019 84 GAGAN GUPTA 1. GAGAN (84) AND SHYAM LAL (85) SHARE COMMON EMAIL 1. GAGAN (84) VIDE KAYNET ID (GAGANGUPTASHARES@GMAIL.COM) 14.01.2019 AND SHYAM LAL 2. ANIKET (78) HAS OFF MARKET TRANSACTION WITH (85) HDFC SEC ON 18.02 GAGAN (84).

2. CDSL EMAIL DATED 18.02.2019 Order in the matter of Yamini Investment Company Limited.

85 SHYAM LAL 1. GAGAN (84) AND SHYAM LAL (85) SHARE COMMON EMAIL 1. GAGAN (84) VIDE KAYNET GUPTA ID (GAGANGUPTASHARES@GMAIL.COM) 14.01.2019 AND SHYAM LAL (85) HDFC SEC ON 18.02 86 BRAJENDRA BRAJENDRA KUMAR (86) HAS INTERDESPOSTORY OFF CDSL EMAIL DATED 18.02.2019 KUMAR MARKET TRANSACTION WITH KALASHDHAN PROMOTERS (80) AND NSDL DATED 20.02.2019 - ICE GLOBE. 87 RAM YADAV 1. RAM (87) ON 29.06.2015 HAS INTERSEPOSTORY OFF 1. VIDE CDSL 18.02AND NSDL MARKET TRANSACTIONS WITH TRUCKLINK VINIMAY (74). VIDE DATED 20.02 .19 2. RAM (87) AND SANTOSH (88) SHARE COMMON EMAIL ID 2. RAM AND SANTOSH - BOTH (SUNRISEINFIN@YAHOO.CO.IN INDO JATALIA 18.01.2019 88 SANTOSH KUMAR 1. SANTOSH (88) ON 24.06.2015, 25.06.2015 AND 1. VIDE CDSL 18.02AND NSDL 27.06.2015 HAVE OFF MARKET TRANSACTIONS WITH VIDE DATED 20.02.19 TRUCKLINK VINIMAY (74). 2. RAM AND SANTOSH - BOTH 2. RAM (87) AND SANTOSH (88) SHARE COMMON EMAIL ID INDO JATALIA 18.01.2019 (SUNRISEINFIN@YAHOO.CO.IN BELL INDUS 89 FIBRECOM PRIVATE LTD. ANUJ BUILDCON 90 AS PER MCA: PRIVATE LTD. 1. RAJU MALIK: COMMON DIRECTOR OF ENTITIES AT 89, MKR TRADING 91 94, 95, 98 AND 101 PRIVATE LTD. 2. JOGINDER PAL GUPTA:COMMON DIRECTOR OF SHRI ENTITIES AT 90, 94,95, 98 AND 101 92 ENTERTAINMENT 3. TARUN :COMMON DIRECTOR OF ENTITIES AT PRIVATE LTD. 91,92,96,97,99,100 AND 102 RSM SOFTECH 4. SAVITA :COMMON DIRECTOR AT ENTITES AT 89,90, 93 SOLUTIONS 96,97,99,100 AND 102 PRIVATE LTD. 5. COMMON EMAIL ID : J.PGUPTA_27@YAHOO.COM FROM ANUPAM ENTITES 89 TO 102 EXCEPT 92 94 BUILDMART 6. COMMON ADDRESS: H. NO.-3/12, S/F, ASAF ALI PRIVATE LTD. ROAD, NEW DELHI-110002 NEW DELHI CENTRAL SALONI DELHI DL 110002 IN FROM ENTITIES 89 TO 102 EXCEPT 91, 95 BUILDTECH 92, 94, 97, 100 AND 102 PRIVATE LTD. 7.COMMON ADDRESS: FLAT NO-C-283, S/F, POCKET-II 96 SAABI MINING DDA JANTA FLATS, JASOLA DELHI SOUTH DELHI DL PRIVATE LTD. 110025 IN FROM ENTITIES 91,92,94,100 AND 102 WIN AND GROW INVESTMENT 97 ADVISORY TWO OF THE ENTITIES OF I.E. BIJ BUILDCON INDIA PRIVATE SERVICES PVT LTD. AND RSM SOFTECH SOLUTIONS PRIVATE LTD. FOUND LTD TO BE CONNECTED TO AN ENTITY OF MADHUR GROUP I.E. 98 NICKY MARMO STELLAR CAPITAL SERVICES LTD. THROUGH FUND LTD. TRANSFER AS OBSERVED FROM BANK ACCOUNT STATEMENT 99 NCR BUILDTECH OF ACCOUNT NO. 7611456738 OF BIJ BUILDCON INDIA PRIVATE LTD. PRIVATE LTD. AND ACCOUNT NO. 8611455165 OF RSM BIJ BUILDCON SOFTECH SOLUTIONS PRIVATE LTD. RECEIVED FROM KOTAK 100 (INDIA) PRIVATE BANK ON 18.01.2019.

LTD. OLWIN GARMENTS PRIVATE LTD. Order in the matter of Yamini Investment Company Limited.

OPTIMAL FARMS PRIVATE LTD.

Order in the matter of Yamini Investment Company Limited.