Adjudication Order in the matter of Polar Pharma India Limited

BEFORE THE ADJUDICATING OFFICER
SECURITIES AND EXCHANGE BOARD OF INDIA
[ADJUDICATION ORDER NO. Order/BJD/MG/2020-21/9243]
______________________________________________________________________
UNDER SECTION 23‐I OF SECURITIES CONTRACTS (REGULATION) ACT, 1956 READ WITH RULE 5 OF SECURITIES CONTRACTS (REGULATION) (PROCEDURE FOR HOLDING INQUIRY AND IMPOSING PENALTIES BY ADJUDICATION OFFICER) RULES, 2005

In respect of
Polar Pharma India Limited
In the matter of Polar Pharma India Limited
______________________________________________________________________

FACTS OF THE CASE IN BRIEF:

1. Securities and Exchange Board of India (hereinafter referred to as ‘SEBI’) conducted an investigation in the scrip of Polar Pharma India Limited (hereinafter referred to as ‘Noticee/ PPIL/ Company’), which is listed on Bombay Stock Exchange (herein after referred to as ‘BSE’) to ascertain any price or volume manipulation by certain entities, during the period July 4, 2005 to September 13, 2005 (hereinafter referred to as ‘investigation period’). SEBI observed that there are variations, in net profit/ net loss after tax/ exceptional or extraordinary items between the unaudited quarterly and the results amended pursuant to limited review for the same period, in excess of 10% and Rs. 10 lakh. As per provisions of Listing agreement, the Noticee was required to submit to the stock exchange an explanation of the reasons for variations, while submitting the limited review report, however, it was observed that the Noticee failed to submit any such explanation. Further, In terms of Clause 36 of the Listing Agreement, listed company has to intimate to stock exchanges immediately of event which will have a bearing on the performance / operations of the company as well as price sensitive information. However, it is observed that the Noticee has made delayed disclosures to the Exchange with respect to one such event which is in-principle approval of one time settlement of its debt from Stressed Asset Stabilization Fund (hereinafter referred to as ‘SASF’) of IDBI Bank Limited (hereinafter referred to as ‘IDBI’). Therefore, SEBI initiated adjudication proceedings against the Noticee.

APPOINTMENT OF ADJUDICATING OFFICER

2. SEBI, vide Communique dated February 13, 2019, appointed the undersigned as Adjudicating Officer under Sub-Section (1) of Section 23I of SCRA read with Rule 3 of the SCRA (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 (hereinafter referred to as ‘AO Rules’) to inquire into and adjudge the Noticee under the provisions of Section 23A and 23E of SCRA.

SHOW CAUSE NOTICE, REPLY AND PERSONAL HEARING

3. A show-cause notice (hereinafter referred to as ‘SCN’) dated August 14, 2020, was issued to the Noticee under rule 4 of the AO Rules to show-cause as to why an inquiry should not be initiated against it and penalty not be imposed upon the Noticee under the provisions of Section 23A and 23E of SCRA for the violations alleged to have been committed by the Noticee. The Noticee was

given 15 days of time to make their submissions in respect of the allegations made in the SCN.
4. The following violations were alleged in the SCN, to have been committed by the Noticee:

To read more in details, find the enclosed file