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SECURITIES AND EXCHANGE BOARD OF A. O. NO: ACR/ 52/2005 ADJUDICATION ORDER IN THE MATTER OF TEAMASIA SEMICONDUCTORS INDIA LTD.
UNDER SECTION 15- I OF SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992� READ WITH RULE 5 OF SEBI (PROCEDURE FOR
HOLDING INQUIRY AND IMPOSING PENALTIES BY ADJUDICATING OFFICER) RULES, 1995 1)
Vide order dated December 28, 2004, issued by Securities
and Exchange Board of India (hereinafter referred to as �SEBI�), I was
appointed as the Adjudicating Officer under Rule 3 of Securities and Exchange
Board of India (Procedure for Holding Inquiry and Imposing Penalties by
Adjudicating Officer) Rules, 1995 to enquire into and to adjudge under Sec.15-I
of Securities and Exchange Board of India Act, 1992� the alleged violation of Sec. 11C of
Securities and Exchange Board of India Act, 1992 by Teamasia
Semiconductors India Ltd., a company having its registered office at Hyderabad.
For the sake of convenience, the said Teamasia
Semiconductors India Ltd., will be referred
hereinafter in this order as �the noticee� or �the company�. 2)
As per the information provided to me by SEBI, SEBI
conducted investigation in to the allegations of irregularities by one Shri
Harsh C. Bhasin, Member of the Delhi Stock Exchange
and others. During the course of the said investigation, Shri P. K. Nagpal, Investigating Authority of SEBI in the matter,
issued summons dated 3)
The aforesaid summons dated 4)
Summons dated 5)
Subsequently, the summons dated 6)
I issued a notice dated February 7, 2005 to the noticee
under Rule 4(1) of Securities and Exchange Board of India (Procedure for
Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995
calling upon the noticee to show cause as to why an inquiry should not be held
against it and penalty be not imposed under Sec. 15A (a) of Securities and
Exchange Board of India Act, 1992 in the facts and circumstances of the case.
The said notice dated 7)
�Since there was no
reply to the aforesaid notice by the noticee within 15 days, the time which was
stipulated by me for the noticee to file its reply,� I was of the opinion that an inquiry should
be held in the matter and accordingly a notice of inquiry dated March 24,
2005� in terms of Rule 4(3) of Securities
and Exchange Board of India (Procedure for Holding Inquiry and Imposing Penalty
by Adjudicating Officer) Rules, 1995 was issued to the noticee�� fixing April 13, 2005 as the date of
inquiry. It was advised that the authorised representative/ lawyer of the
noticee may� appear for the inquiry at my
office at Mumbai on the above date. 8)
On 9)
Before deciding the issues which require to be examined by
me, the provisions of Securities and Exchange Board of India Act, 1992 with
respect to the issuance of summons by the investigating authorities and the
consequences of non- compliance are perused by me. Sec. 11C of Securities and
Exchange Board of India Act, 1992, interalia provides
that the Investigating Authority may require any intermediary or any person
associated with securities market in any manner to furnish such information to
or produce such books, or registers, or other documents, or record before him
or any persons authorized by it. Sec. 15A (a) of Securities and Exchange Board
of India Act, 1992 provides for imposition of monetary penalty of Rupees one lakh for each day during such failure continues or Rupees
one crore, whichever is less by the Adjudicating
Officer in case any person, who is required under Securities and Exchange Board
of India Act, 1992 or any rules or regulations made thereunder to furnish any
document, return or report, fails to furnish the same. 10) It was alleged by
SEBI that the noticee failed to comply with the summons dated 11)
By its repeated failure to
adhere to the summonses, the noticee hampered the process of investigation. 12) �Since the failure to appear before
the investigating authority of SEBI by the noticee is established, the quantum
of penalty has to be decided by me. 13) �As I mentioned above, Section 15A
(a) of Securities and Exchange Board of India Act, 1992 prescribes a penalty of
Rupees one lakh for each day during which the failure
to furnish any documents etc. to SEBI continues or Rs.
one crore whichever is less.� 14) �To determine
the quantum of penalty under Section 15A (a), I�� considered the following factors as provided
in section 15J of Securities and Exchange Board of India Act, 1992 viz.(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 and; (c) the repetitive nature of the default. 15) �As regards the disproportionate
gain or unfair advantage there are no quantifiable figures available on record
with respect to the default of the noticee. There are also no figures or data
on record to quantify the amount of loss caused to an investor or group of
investors as a result of the default.� As
far as the repetitive nature of the default is concerned it is observed that
the investigating authority issued three summonses and the noticee failed to
furnish the required information to the investigating authority in all three
occasions.� The said fact proves that the
default was repetitive in nature. 16) �I have also considered the
decision of the Hon�ble Securities Appellate Tribunal (SAT) in the matter of
Mayfair Paper & Board�
Pvt. Ltd. v. SEBI (Appeal No. 95 of 2004). Adjudication in the
said matter was initiated by SEBI for failure to provide the information/
documents to the investigating authority of SEBI by Mayfair Paper & Board
Pvt. Ltd. SAT further held that provision for enhanced penalties in the year
2002 does not mean that SEBI should impose sky high penalties. I have
considered all the aspects of the said judgment of SAT. ORDER 18. From the preceding paragraphs
of this order, it can be seen that the non furnishing of information in compliance
of summons issued by the investigating authority by the noticee is established
and by its repeated failure, the noticee hampered the process of investigation.�� �I
also noted that the noticee by choosing not to represent before the
investigating authority has proved his utter disregard to the statutory process
of investigation and there are no mitigating factors due to which I can take a
lenient view in the matter. Therefore in exercise of the powers conferred under
section 15-1(2) read with Sec. 15 A (a) of the Securities and Exchange Board of
India Act, 1992 and Rule 5 of the Securities and Exchange Board of India
(Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer)
Rules, 1995, I hereby impose a penalty of Rs.2,00,000/- (Rupees Two lakhs only) on Teamasia
Semiconductors India Ltd., The noticee shall pay the said amount of penalty by
way of demand draft in favour of �SEBI- Penalties Remittable to Government
of India�, payable at Mumbai within 45 days of receipt of this order. The
said demand draft should be forwarded to Shri P. K. Nagpal,
Chief General Manager, Securities and Exchange Board of India, 19. In terms of Rule 6 of the SEBI (Procedure for Holding Inquiry and
Imposing Penalties by Adjudicating Officer) Rules, 1995, copies of this order
are sent to the noticee and also to Securities and Exchange Board of
India.��
Date:�� Place: Mumbai���������������������������� �������������������� Adjudicating Officer |
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