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TMI Blog2018 (4) TMI 1798X X X X Extracts X X X X X X X X Extracts X X X X ..... ppellants for non- compliance of the open offer obligations. In other words, delay on part of SEBI in initiating action did not absolve appellants from their obligation to make open offer. Therefore, the appellants who are guilty of violating the open offer obligations contained in the Takeover Regulations, 1997 cannot escape penal liability by alleging that there is delay on part of SEBI in initiating action against the appellants for non- compliance of their open offer obligations. Argument of the appellants that the penalty imposed is exorbitant or excessive is also without any merit. Penalty imposable under Section 15H(ii) of SEBI Act for violating the open offer obligations contained in Takeover Regulations, 1997 is up to ₹ 25 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... radeep Savla, Ms. Nirmala Savla (Appellant Nos. 2 3) and Sri Rajesh Dedhia and Vantage Corporate Services Limited forming part of promoter/ promoter group of Hansu Controls Limited ( Company for convenience) acquiring 43,600 shares of the company by way of off-market transactions on 28.11.2002, the collective shareholding of the promoter group of the appellants crossed the threshold limit of 75%, as a result whereof, open offer obligations contained in Regulation 11(2) of the Takeover Regulations, 1997 got triggered. Accordingly, the appellants were required to make public announcement of open offer within the time stipulated under regulation 14(1) of the Takeover Regulations, 1997. 3. As the appellants failed to make open offer withi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hem. c) Since 2008, the appellants have severed their connection with the company and Appellant Nos. 2 3 have also resigned as Directors of the Company. d) Relying on a decision of this Tribunal in case of Stockholdings Limited V/s SEBI (Appeal No. 114 of 2012 decided on 27.08.2013), it is submitted that in view of delay of 8 years in initiating proceedings penalty imposed against the appellants is liable to be quashed and set aside. 5. We see no merit in the above contentions. 6. Fact that the appellants by failing to make open offer within the stipulated time have violated regulation 11(2) read with regulation 14(1) of the Takeover Regulations, 1997 is not in dispute. 7. Obligation cast on the appellants to make open offe ..... X X X X Extracts X X X X X X X X Extracts X X X X
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