9911796707
TMI Blog2024 (8) TMI 797X X X X Extracts X X X X X X X X Extracts X X X X ..... ed and are on-going. It has also noticed that the Noticee no. 4, Mr. Rahul Ananta Gosavi, who was employed with the Noticee no. 1 as Executive Assistant to CMD (since October, 2015) has become its Director w.e.f September 22, 2023. Therefore, the above two persons i.e. Noticees nos. 4 and 5 are also alleged to be liable for the acts and omissions on part of the Noticee no. 1, and further making them liable for the directions to be issued which need to be complied with by the Noticee no.1. There is nothing on record to indicate that subsequent to the resignation of Noticees nos. 2 and 3, the alleged activities of providing investment advisory has stopped, as agreements entered into by the Noticee no. 1 are long duration agreements. The prima facie observations/findings contained in this Order are made on the basis of the material available on record. In light of the alleged violations of the provisions of the SEBI Act, 1992, IA Regulations and PFUTP Regulations by the Noticees, this Order shall be treated as a Show Cause Notice under sub-section (1) of section 11, clause (d) of sub-section (4) of section 11, sub-section (4A) of section 11, sub-section (1) of section 11B, and sub-sec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... etermine if there is a violation 26-45 37-50 F. Interim order 46-62 50-59 A. BACKGROUND: 1. The present proceeding is the result of an inspection conducted by the Securities and Exchange Board of India (hereinafter referred to as SEBI ) regarding the activities of Mr. Balu Motiram Bharati (here in after referred to as Balu Motiram ), an Authorised Person of a registered Stock-Broker namely ABC Limited Note: The actual name of the stock-broker is not used in this order as the stock-broker is not a Noticee in the instant proceedings at this stage. ABC Limited is a disguised name for reference purpose and actual name would be supplied to the Noticees during inspection and to Hon ble SAT and Courts, during court proceedings. . 2. Due to certain findings that emerged during the said inspection exercise, an independent examination of activities of Ravindra Bharti Education Institute Private Limited (here in after referred to as RBEIPL or Noticee no. 1) was carried out by the SEBI for the period from March 10, 2017 to September 30, 2023 (here in after referred to as examination period ), as it was prima facie noticed during the inspection of Mr. Balu Motiram, Authorised Person of stock-br ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... R/P/2018/54 (hereinafter referred to as 2018 Circular ). Vide the afore-stated circular, it has been mandated for Stock Brokers that for executing trade of every client, it is essential to keep evidence of mode of placement of such order(s) by the client. The evidence of order placement of each client is required to be maintained and preserved for certain specified period and such mode of placement of order could be in the form of telephone recording, written order through emails, personal visit etc. Being agents of stock brokers, the said 2018 Circular is equally applicable on the Authorised Persons of stock brokers. As stated above that an inspection of Mr. Balu Motiram, one of the Authorised Persons of the stock broker ABC Limited was carried out. During the aforesaid inspection, perusal of call recordings and emails pertaining to pre- confirmation of trades revealed that instead of clients approaching the said Authorised Person to execute the trades, the representatives of the Authorised Person were first approaching the clients, and were recommending the clients with specific recommendation to either buy or sell the securities in their accounts. An unusual fact was noticed tha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Authorised Person (Mr. Balu Motiram) and the terminal was allotted to him in the month of August, 2023. It is pertinent to note that both RBEIPL and the Authorised Person (Mr. Balu Motiram) have been operating from the same premises. It has further been noticed that the said Mr. Rahul Ananta Gosavi has later on become a Director of RBEIPL. 9. Similarly, another dealer of Mr. Balu Motiram, namely Mr. Harshad Bodhe is also found to be employed with Noticee no. 1, RBEIPL. In this respect, the appointment letter dated September 22, 2023 of Mr Harshad Bodhe is reproduced herein below: Image no. 3 10. From the above, it is noticed that Mr. Harshad Bodhe was employed with RBEIPL as a Team Leader w.e.f. January 17, 2022. However, the appointment letter was issued on September 23, 2023. 11. Similarly, the Approved Person of Mr Balu Motiram, namely Mr. Vishwas Nana Giri, is also employed with RBEIPL. Perusal of the appointment letter and the salary slip reveals that though Mr. Vishwas Nana Giri was employed with Noticee no. 1, RBEIPL, from April 18, 2017, the appointment letter was issued on May 31, 2023. By the said appointment letter, Mr. Vishwas Nana Giri was appointed as Senior Inves ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... trading related courses was in the range of INR 28,800 to INR 47,200 and the fee for advisory services was normally above INR 50,000. Therefore, entries in the accounts of Noticee no. 1 were examined to ascertain fee collected/ received out of investment advisory activities. It has also been noticed that the bank accounts of RBEIPL had certain credit entries which were observed to be transferred either: (i) from its other accounts, (ii) from its related entities, (iii) from financial institutions or (iv) were high value credits with narration not pertaining to investment advisory. Considering the above, in order to arrive at an amount which RBEIPL appears to have collected from advisory services during the period January 10, 2018 to September 30, 2023, the amount of fees for trading courses and the other entries listed above (i.e. from other accounts or from related entities or from financial institutions or of high value credit with narration not pertaining to investment advisory) were excluded. After such exclusion, it is observed that there were total 682 credit entries for a cumulative amount of INR 9,41,97,759.42, in the accounts of Noticee no. 1 that can be said to be prima ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s of 17 clients with status refunded were provided. However, many names were duplicate in the said list and after removing those duplicate names, a total 290 unique clients were found. Vide the aforesaid letter, RBEIPL has also furnished copies of Wealth Management agreements executed with some of the clients and copies of the payment receipts. However, the complete set of emails (email dump) pertaining to the advisory services rendered to the clients was not furnished despite reminders. For lapse of sufficient period of time and for non -furnishing the left-out information, no plausible explanation has been provided. Further, it cannot be confirmed that the list provided by RBEIPL consists of complete set of clients to whom investment advisory services were provided by it. 17. It is seen that the agreement has been executed digitally with clients. A copy of the relevant portion of one of such agreements and the corresponding payment receipt (pertaining to a client who was given advisory services) is being given below: Image no. 6 Image no. 7 18. From the above, it is noticed that as per terms and conditions of the agreement, a person opting for a scheme having investment limit of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... behalf of the Noticee no.1 to one of its Wealth Management clients containing an advice/recommendation to buy shares is given below (name, email id etc. of the client is redacted): Image no. 8 V. Upon receipt of the recommendation/advisory from the Noticee no. 1, the client either approves by sending a reply to the email or transact in securities and update the Noticee no. 1 with details of securities transacted as per the advisory received from the Noticee no. 1. One such instance of recommendation is depicted herein below: Image no. 9 VI. From the above, it is observed that on September 21, 2023 at 10:35 a.m., a recommendation was shared with Mr. MXXXJ PXXXL advising him to execute trades in the recommended scrip and further asked to share contract note upon execution of trade so as to enable the Noticee no. 1 to update the record of the said investor. This was approved by Mr. MXXXJ PXXXL at 10:46 a.m. VII. The examination of the activities of the Noticee no.1 has further revealed that apart from exchanging email communication, investors have also been contacted telephonically by employees of RBEIPL and, through the first call, the investor is given a background that some stock p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e client that another call will be made wherein, the client has to give his approval for transacting in securities on the stocks recommended by the Noticee no. 1. Since, the client has given his approval in the above instance, shares of 17 companies were purchased in the account of the said client, while acting on the recommendation made on behalf of the Noticee no. 1. X. Similarly, in another instance, an investor is first issued an email, and subsequently called up to give the background. After all this process, she is called again to obtain the pre-trade confirmation and verbal authorisation, which got recorded in the system of the Authorised Person in compliance with the above mentioned 2018 Circular before the execution of trades on her behalf. In this respect, it is interesting to note that the call was recorded by the Authorised Person in the compliance of the above- mentioned circular, however, the advisory to trade in securities was made on behalf of the Noticee no.1 as both the entities were operating from the same premises and using common human resources and IT infrastructure. XI. The illustration of the relevant set of the call recordings, as translated from Marathi to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... oduced hereunder: DISCLAIMER Based on the information provided to Ravindra Bharti Wealth Management, my risk profile is Balanced. Based on my risk profile, the asset allocation recommended by Ravindra Bharti Wealth Management is 60% in equity, 40 % in debt, 0% in cash. However, I would like to take an exception/ deviation from the recommended asset allocation and I here by give my consent for an asset allocation of 100% in equity, 0% in debt, 0% in cash. I understand that, due to change in asset allocation, my risk profiling and investment advisory might not be in accordance with my actual risk taking ability. I shall not hold Ravindra Bharti Wealth Management responsible for any direct or indirect losses due to non-disclosure of complete financial information by me and/ or partial disclosure of my portfolio by me and/ or recommendation of a revised asset allocation by Ravindra Bharti Wealth Management. TERMS CONDITIONS For the purpose of this document, Ravindra Bharti Wealth Management refers to Ravindra Bharti Education Institute Private Limited having its head office at 4th floor, Bhosalr Shinde Arcade, JM Road, Deccan, Pune Maharashtra 411004 shall be referred to as the Ravindr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ith Ravindra Bharti Wealth Management whichever is earlier. The performance fee is payable for each duration based on the High Water Mark principle. 4 Powers of the Advisor 4.1 Ravindra Bharti Wealth Management may exercise the following powers on my behalf for the purpose of this contract at such time, in such manner as it may in its discretion think fit for the purpose of performing its powers, duties and responsibilities set out hereunder: 4.2 To do or omit to do all such acts and things as Ravindra Bharti Wealth Management may in its discretion consider to be necessary or desirable in order to perform its duties hereunder or to comply with any laws, orders, rules, regulations or directions of any government or regulatory or other authorities. 5 Conflict of interests 5.1 I understand that Ravindra Bharti Wealth Management serves as investment advisor for other clients and shall continue to do so. I also understand that Ravindra Bharti Wealth Management may give advice or take action in performing its duties to other clients, or for its own accounts, that differ from advice given to or acts taken for me. Ravindra Bharti Wealth Management is not obligated to recommend for me any s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... We offer various services, including investment management, financial planning, tax optimization, retirement planning, and risk management. Our Wealth Management Plans Kindly refer brochure Profit Sharing is applicable only on the profit of the above Expected Returns for the respective plan. 24. It has also been confirmed that none of the Noticees have any registration with SEBI with respect to investment advisory. D. FINDINGS 25. On a conjoint reading of the information furnished including a copy of the agreement, payment receipts, etc., as gathered from the Noticee no. 1, following prima facie findings are noticed: I. The Noticee no. 1 is acting in dual capacity of training institute and providing investment advisory services to its clients. In fact, the Noticee no. 1 has furnished copies of the Wealth Management agreements executed with some of its clients, and the covenants of some of such agreements (reproduced above) demonstrates that the Noticee no. 1 is engaged in the activity of an investment adviser. II. In terms of the payment receipts provided by the Noticee no. 1, it is seen that he has charged hefty amount of fee from its clients and in this respect, it is seen that ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Noticee no. 1 were cross-checked with the bank account statements of the Noticee no. 1. The entries pertaining to substantial number of its clients have been traced and matched with the entries shown in the bank account of the Noticee no. 1. At para 15 of this order, total credit entries in the bank account of the Noticee no. 1 during the period January 10, 2018 to September 30, 2023 is arrived at INR 9,41,97,759.42. After reconciling the calculation at para 15 of this order with details given by RBEIPL, it is noticed that the total amount collected by the Noticee no. 1 from its investment advisory services, come to INR 12,03,82,130.91, as detailed below : Table no. 6 Column Particulars Amount (INR) (A) Fee collection as reported by the RBEIPL 5,44,50,655 (B) Add: Credits in the bank accounts of RBEIPL in excess of Rs. 50,000*, (excluding certain credits) 9,41,97,759.42 (C) Less: Amount admittedly collected as fee and which are traced in the bank account to avoid double counting 2,82,66,283.51 (D) Total advisory fee estimated to be collected by RBEIPL (A)+(B)-(C) during the period January 10, 2018 to September 30, 2023 12,03,82,130.91 * See the calculation of this amount at parag ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... these recommendations at CMP and share your contract note with us at [email protected]. This will enable us to update your records at our end. IX. The email further reads as: The below recommendation is based on your current updated portfolio with us. X. It has been noted at para 19 (XI) above explaining as to how the representative/ employee/agent of the Noticee no. 1 in addition to providing investment advisory, have gone to the extent of extending help and assistance in executing trades in the account of its client. In this respect, the representative of the Noticee no. 1 has found to have spoken with the client asking her to give her instruction for the execution of trade. The records before me show that the client had no clue about the securities market. She does not seem to be experienced enough to place her trades or to even respond to the email shared by the executive/representative/agent of the Noticee no. 1 with her, has simply gone on saying to the Noticee no.1 that may go ahead as they feel right . XI. From the email conversation as narrated earlier, it is observed that the Noticee no. 1 has in the name of advisory was basically taking all calls on behalf of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ords from any person including any bank or any other authority or board or corporation established or constituted by or under any Central or State Act which, in the opinion of the Board, shall be relevant to any investigation or inquiry by the Board in respect of any transaction in securities (4) Without prejudice to the provisions contained in sub-sections (1), (2), (2A) and (3) and section 11B, the Board may, by an order, for reasons to be recorded in writing, in the interests of investors or securities market, take any of the following measures, either pending investigation or inquiry or on completion of such investigation or inquiry, namely: ... (d) impound and retain the proceeds or securities in respect of any transaction which is under investigation (4A)Without prejudice to the provisions contained in sub-sections (1), (2), (2A), (3) and (4), section 11B and section 15-I, the Board may, by an order, for reasons to be recorded in writing, levy penalty under sections 15A, 15B, 15C, 15D, 15E, 15EA, 15EB, 15F, 15G, 15H, 15HA and 15HB after holding an inquiry in the prescribed manner. 11B(1) Save as otherwise provided in section 11, if after making or causing to be made an enquir ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he establishment of the Board for which no registration certificate was necessary prior to such establishment, may continue to do so for a period of three months from such establishment or, if he has made an application for such registration within the said period of three months, till the disposal of such application: Provided further that any certificate of registration, obtained immediately before the commencement of the Securities Laws (Amendment) Act, 1995, shall be deemed to have been obtained from the Board in accordance with the regulations providing for such registration. Prohibition of manipulative and deceptive devices, insider trading and substantial acquisition of securities or control. 12A. No person shall directly or indirectly (a) use or employ, in connection with the issue, purchase or sale of any securities listed or proposed to be listed on a recognized stock exchange, any manipulative or deceptive device or contrivance in contravention of the provisions of this Act or the rules or the regulations made thereunder; (b) employ any device, scheme or artifice to defraud in connection with issue or dealing in securities which are listed or proposed to be listed on a r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... der section 29) as it may deem necessary. IA Regulations Application for grant of certificate. 3. (1) On and from the commencement of these regulations, no person shall act as an investment adviser or hold itself out as an investment adviser unless he has obtained a certificate of registration from the Board under these regulations: SEBI (PFUTP) Regulations, 2003 3. Prohibition of certain dealings in securities No person shall directly or indirectly- (a) buy, sell or otherwise deal in securities in a fraudulent manner; (b) use or employ, in connection with issue, purchase or sale of any security listed or proposed to be listed in a recognized stock exchange, any manipulative or deceptive device or contrivance in contravention of the provisions of the Act or the rules or the regulations made there under; (c) employ any device, scheme or artifice to defraud in connection with dealing in or issue of securities which are listed or proposed to be listed on a recognized stock exchange; (d) engage in any act, practice, course of business which operates or would operate as fraud or deceit upon any person in connection with any dealing in or issue of securities which are listed or proposed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (a), (b) and (c) of section 12A of the SEBI Act, 1992 read with Sub- regulation (a), (b), (c), (d) of regulation 3, sub-regulation (1) of regulation 4, clauses (k), (o) and (s) of sub-regulation 2 of regulation 4 of the PFUTP Regulations. A. Whether there is violation of sub-section (1) of section 12 of the SEBI Act, 1992 and sub-regulation (1) of the regulation 3 of the IA Regulations : 29. The aforesaid provisions have been reproduced in the earlier paragraphs. I note that that the essence of sub-section (1) of section 12 of SEBI Act, 1992 and sub- regulation (1) of regulation 3 of IA Regulations is inter alia to prohibit carrying out the activity of an investment adviser without obtaining the requisite registration from the SEBI. 30. I have already elaborated in the earlier part of the order as to how the Noticee no.1 has executed agreement containing detailed clauses with investors and acting in pursuance of such agreements, it has prima facie engaged himself in providing investment advisory to its subscribers/investors. It has also been seen that evidence on record prima facie shows that in lieu of providing such investment advice, the Noticee no. 1 is charging management fee ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the SEBI Act, 1992 read with sub- regulation (1) of regulation 3 of the IA Regulations. B. Whether there is violation of clauses (a), (b) and (c) of section 12A of the SEBI Act, 1992 read with sub-regulations (a), (b), (c), (d) of regulation 3, sub-regulation (1) of regulation 4, clauses (k), (o) and (s) of sub-regulation (2) of regulation 4 of the PFUTP Regulations 34. The aforesaid provisions have also been reproduced in the earlier paragraphs. In brief, these provisions prohibit: I Buying, selling or dealing in securities in a fraudulent manner; Ii use of or employment of any manipulative or deceptive device or contrivance, in contravention of the provisions of the SEBI Act or rules or regulations; Iii employment of any device scheme or artifice to defraud in connection with dealing with securities; Iv engagement in any act, practice, course of business which operate/would operate as fraud or deceit upon any person in contravention of the provisions of the SEBI Act or rules or regulations; V dealing in securities which is manipulative, fraudulent or an unfair trade practice; Vi disseminating information or advice through any media, which the disseminator knows to be false or mis ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to recommend to sell shares and finally, under the authorisation taken on a pre-recorded phone call, shares of 18 different companies have been sold from the account of that investor at the prevailing market price. It may not be wrong to prima facie infer here that the aforesaid recommendation to sell the stocks of 18 different companies at the prevailing market price was carried out only to achieve/increase the profit percentage of the Noticee no. 1 as no reason was provided by the representative of the Noticee no. 1 as to why suddenly the recommendation to sell has been made to the account of that client. Thus, the Noticee no. 1 is prima facie fraudulently dealing in securities to increase its income. 37. It is further noted that the disclaimer part of the agreement has a standard paragraph, as per which all the investors have not been given option and all have been asked to opt for 100% investment in equity segment only. The same is prima facie a mis-selling to the investor as all investors may not have equivalent risk appetite and some may need lesser exposure to equity investments. 38. In view of above discussion, I hold that the Noticee no. 1 has violated clauses (a), (b) an ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... re appointed on the Board of the Noticee no. 1, the examination by SEBI into the present matter had already swung into motion and inspection of Authorised Person (Mr. Balu Motiram) had commenced on September 22, 2023. 43. It is already noted at Table no. 1 that the Noticee no. 2 is having a large number of followers on his Youtube channels. The control of the Noticee no. 2 (Mr. Ravindra Balu Bharti) over the Noticee no. 1 is further evident from the fact that the name of the Noticee no. 1 is kept after Noticee no.2 himself. It is also of importance that most of the activities of the Noticee no. 1 that have been highlighted above took place when Noticee no. 2 and Noticee no. 3, being its Executive Directors, were at the helm of the affairs and responsible for the management of the business of the Noticee no.1. Hence, under section 27 of the SEBI Act, they are prima facie guilty of contravention committed by the Noticee no 1. 44. The activities of providing investors advisory or other activities for which registration is essential, have not stopped and are on-going. It has also noticed that the Noticee no. 4, Mr. Rahul Ananta Gosavi, who was employed with the Noticee no. 1 as Executi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... provides for delegation of power and functions, and in pursuance of the same, the power to issue interim directions have been delegated to Whole Time Members of the Board. 49. As discussed earlier, a prima facie case of violation of securities laws has been made against the Noticee no. 1, for which Noticees nos. 2, 3, 4 and 5 are also liable in terms of provisions of section 27 of the SEBI Act. The violations that have been observed are not some small technical violations, but are of such a nature that they go to the roots of the need for having a regulatory framework for investment advisors. It may be stated that under the IA Regulations, a comprehensive framework has been laid down with the sole objective of protection of investors interest. There are entry barriers in terms of networth requirements; educational qualification and experience. Further, after grant of registration, there are responsibilities cast upon the entity like maintaining risk profiles and issuing advice suitable to the risk profile; making disclosures to the clients etc. However, by acting as an unregistered investment advisor, the Noticee no. 1 has been able to circumvent all the regulatory requirements per ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cally seeking the email dump of the emails issued to the advisory clients, the Noticee no. 1 has remained completely defiant and has not furnished the said email dump. By not furnishing the complete email dump, the examination of SEBI has been constrained as the complete details of advisory issued to its clients are missing which is an essential component of the present and future proceedings. 53. In view of the above discussion, it is imperative to take emergent necessary action to prevent further damage to the interest of investors that may be caused by the alleged unregistered investment advisory activity of the Noticee no. 1, in case the same is not stopped through urgent intervention and therefore, the same needs to be stopped immediately by regulatory intervention. 54. At this stage, I seek to place reliance on the order of the Hon ble Securities Appellate Tribunal, passed in the matter of Amalendu Mukherjee Vs. SEBI (Appeal (L) no. 169 of 2020), wherein the Hon ble Tribunal has underscored the necessity of passing impounding orders by inter alia observing as: We are of the opinion that the WTM is empowered under the SEBI Act and the Regulations to pass an ex-parte order in o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the Regulations 2003 essentially intended to preserve market integrity and to prevent Market abuse. The object of the SEBI Act is to protect the interest of investors in securities and to promote the development and to regulate the securities market, so as to promote orderly, healthy growth of securities market and to promote investors protection. Securities market is based on free and open access to information, the integrity of the market is predicated on the quality and the manner on which it is made available to market. Market abuse impairs economic growth and erodes investors confidence. Market abuse refers to the use of manipulative and deceptive devices, giving out incorrect or misleading information, so as to encourage investors to jump into conclusions, on wrong premises, which is known to be wrong to the abusers..... 57. In view of the discussion recorded above and being guided by the aforesaid order of the Hon ble Courts, I am of the view that this is a fit case to exercise powers of passing interim impounding order so as to protect the securities market and to protect the unlawful gains, which may be siphoned off beyond regulatory reach. Accordingly, I, in exercise ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... so directed that no debit shall be made, without the permission of SEBI, in respect of the demat accounts held by Noticee no.1. However, credits, if any, into the accounts maybe allowed. Banks and the Depositories are directed to ensure that all the aforesaid directions are strictly enforced. Further, debits in the bank accounts may also be allowed for amounts available in the account in excess of the amount to be impounded (INR 12,03,82,130.91). Banks are allowed to debit the accounts for the purpose of complying with this Order. VII. The Registrar and Transfer Agents are directed to ensure that, they neither permit any transfer nor redemption of the securities, including Mutual Funds units, held by the Noticee no. 1. VIII. The Noticees are directed not to dispose of or alienate any of their assets/properties/securities, till such time the amount of unlawful gain is credited to an Escrow Account except with the prior permission of SEBI. IX. The Noticees are further directed to provide a full inventory of all their assets whether movable or immovable, or any interest or investment or charge in any of such assets, including property, details of all their bank accounts, demat account ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
