Sebi asks 11 entities to make open offer in Focus Industrial Resources matter

Capital markets regulator Sebi on Thursday directed 11 entities to make an open offer to the shareholders of Focus Industrial Resources Ltd (FIRL) and pay 10 per cent interest for delay in making such offer. The entities have been asked to make the open offer within 45 days of Sebi's order coming into force.

The eleven entities are -- Pradeep Kumar Jindal, Trishla Jain, Renu Jain, Anand Kumar Jain, S K Jain, Mamta Jindal, Aanchal Jindal, Archit Jindal, Kanika Jindal, Laxman Singh Satyapal, Meera Mishra. Due to exceptional circumstances emerging due to the outbreak of coronavirus pandemic, Sebi said that the order will come into force on March 28, 2020.  During the probe, Sebi found that the entities failed to make open offer on two trigger dates -- June 27, 2013 and September 25, 2013.

On both occasions, more than 5 per cent shares were acquired in a financial year, which mandates open offer under SAST (Substantial Acquisition of Shares and Takeovers) norms. Sebi Whole Time Member Anant Barua in his order noted "that no pragmatic outcome will be achieved by directing the said Noticees to give two separate open offers. "Hence, as a measure of feasibility and practicality, I find that a single open offer by all the acquirers along with the persons acting in concert would suffice in the facts and circumstances of the case." The regulator also directed the entities to pay interest at the rate of 10 per cent to public shareholders of FIRL who were shareholders of FIRL as on the date of first or second trigger and whose shares are accepted in the open offer directed to be made.

In a separate order, Sebi imposed a penalty of Rs 4 lakhs on three entities for shareholding disclosure lapses in the matter of Nutraplus India Ltd. The regulator imposed a fine of Rs 2 lakh on Nutraplus India and Rs 1 lakh each on Gita Mukesh Naik and Nidhi Naik for violation of PIT (Prohibition of Insider Trading) and SAST Regulations.

Sebi said that Nutraplus India delayed making disclosures with regard to change in shareholding of one of its promoters, while the Naiks, promoters of the company, did not make requisite disclosures and failed to comply with the statutory requirements..

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