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TMI Blog2004 (8) TMI 757X X X X Extracts X X X X X X X X Extracts X X X X ..... making it joint and several on Veronica Financial Services Ltd., Jem Fiscal Ltd. and Hakeem Auto Ltd. on the ground that they did not inform the target company of acquisition of shares beyond 5% of the target company. This, according to the respondent, was violation of Regulation 7 of SEBI (SAST) Regulation, 1997 as it then was. Regulation 7 reads as follows : (1) Any acquirer, who acquires shares or voting rights which (taken together with shares or voting rights, if any, held by him) would entitle him to more than five per cent shares or voting rights in a company, in any manner whatsoever, shall disclose the aggregate of his shareholding or voting rights in that company, to the company. 3. The facts very briefly are, accordin ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s a subjective satisfaction on the part of the respondent that there was a violation of Regulation 7 of the 1997 Regulation. We are not persuaded to accept the submission of the learned counsel for the appellants that they were not connected. In fact, the definition of the term 'acquirer' reads that an acquirer means any person who, directly or indirectly, acquires or agrees to acquire shares or voting rights in the target company, or acquires or agrees to acquire control over the target company, either by himself or with any person acting in concert with the acquirer. In view of the wide definition of the term 'acquirer', we do not think that the respondent had committed any error. 5. It was next submitted by the learn ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ty, the Adjudicating Officer took into consideration the section relevant at that time. As stated earlier, it is possible that had the Adjudicating Officer taken into account Section 15A read with Section 15J, as they were then, he would have imposed a lesser penalty in accordance with law. 8. It was also submitted by Mr. Somasekhar, counsel for the appellant, that it is common ground that the appellants had informed the Managing Director of the target company on the same day and therefore the information was deemed to have been given to the company. However, informing the MD is not informing the company. This factor would, however, indicate that there was no deliberate intention to suppress information to the company. The Adjudicating O ..... X X X X Extracts X X X X X X X X Extracts X X X X
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