In the matter of Delisting of Equity shares of Sindhu Trade Links Ltd

WTM/GM/CFD/ 49 /2020-21
SECURITIES AND EXCHANGE BOARD OF INDIA
ORDER
UNDER SECTION 11(1) AND 11 B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 READ WITH REGULATION 25A OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (DELISTING OF EQUITY SHARES) REGULATIONS, 2009.
IN THE MATTER OF DELISTING OF EQUITY SHARES OF SINDHU TRADE LINKS LTD.
Background -

1. Sindhu Trade Links Limited (“STLL” / “Applicant” / “the Company”), is a company incorporated under the Companies Act, 1956 on July 22, 1992, having its registered office at 129, Transport Centre, Rohtak Road, Punjabi Bagh, New Delhi - 110035. The equity shares of the Applicant are listed on BSE Limited (“BSE”).

2. Securities and Exchange Board of India (“SEBI”) received an application dated February 04, 2020 (“Application”) from STLL seeking exemption / relaxation from Regulation 11, 17, 19 and 20 of the SEBI (Delisting of Equity Shares) Regulations, 2009 (“Delisting Regulations”) under Regulation 25A of the said Regulations. Applicant, vide emails / letters dated February 18, 2020 and March 17, 2020 also submitted additional information and clarification in the matter.

3. Gist of the submissions made by the Applicant vide the application and the additional submissions, is given below:
Order in the matter of Sindhu Trade Links Limited Pa ge 2 of 17

a. The application for exemption is made in the interest of minority shareholders and if the exemption / relaxation as sought, is not granted, it would be harsh and prejudical to the Company, promoters and public shareholders.

b. The Company is in the business of transportation, media, investment and finance, petrol pump operations, power distribution and engineering projects and overseas mining and trading of coal.

c. As on date of application, the authorized share capital of the Company is Rs.52,00,00,000 and the paid-up share capital of the Company is Rs.51,39,76,260 divided into 5,13,97,626 equity shares of Rs.10/- each.

e. The Company is in compliance with Regulation 19(2)(b) and 19A of the Securities Contracts (Regulation) Rules, 1957 read with Regulation 38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The shares of the Company fall in the category of small cap along with "not frequently traded share and low volume”.

f. As per the details available on BSE website as on January 27, 2020, the closing price of the share was Rs.60 and 52 weeks high and low prices were Rs.139.90 and Rs.57. The Company had an EPS of Rs.11.19.

g. The Company and promoters have been exploring opportunities to expand operations and enter into new streams of business with the help of venture funding, FPIs, Family Offices, Institutions as well. However, they were concerned about the valuation of the Company, which is not getting reflected in the present stock price of the Company as compared to the turnover, business lines, promoter and director expertise due to foul play in the stock prices of the Company.

h. Wide fluctuations were observed in share price of the Company in the past when the shares traded on the stock exchange platform were extremely minuscule. The Board and Promoters of the Company observed manipulation in share prices of the Company done by some public shareholders by creating fake demand and supply of a minuscule volume of 1 share. From February 16, 2017 to June 12, 2018, there had been repetitive trading of 1 share per day, which led to a constant increase in the share price of the Company. The total change in the price of the Company’s share was Rs. 54.10, from Rs.16.10 in February 2017 to Rs.70.20 in June 2018. As soon as the price touched the figure of Rs. 72, the volume of the shares of the Company that were being traded sky-rocketed to 2500 on June 13, 2018.

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