Decided on July 29,2011

Naimish K. Shah Appellant
Securities And Exchange Board Of India And Respondents


P.K.Malhotra, Member - (1.) THE Short question that arises for our consideration in this appeal is whether the appellant has violated the provisions of Section 11C(2) & (3) of the Securities and Exchange Board of India Act, 1992 (the Act) by not furnishing the information called for by the Securities and Exchange Board of India (the Board) Facts of the case, in brief, are as under.
(2.) THE Board received a communication from the Income Tax Department alongwith a note on survey action in the case of Tripex Overseas Limited, Ahmedabad (for short the company) which alleged certain violations on the part of the company relating to provisions of Securities Contract (Regulations) Act 1956, the Securities and Exchange Board of India Act, 1992 (the Act) and the regulations/guidelines issued thereunder. The Board conducted investigations into the scrip of the company for the period from April 1, 2006 to June 16, 2007. It was noted by the Board that the appellant was the auditor of the company during the relevant period. The Board addressed a letter dated October 6, 2008 to the appellant informing him that the Board is investigating the alleged violation by the company and asked him to furnish certain clarification/information. The said letter reads as under: - Sub.: Tripex Overseas Ltd. SEBI is investigating the alleged violation of the SEBI Rules, Regulations and guidelines by the captioned company. While scrutinizing the information received in the said matter we have come across certain irregularities relating to the accounts and financial statement of the company. Considering the irregularities, it portrays a misleading picture of the company and its financial statements and whether the financial statement presents a true and fair view of the affairs of the company. In this regard we would like to have certain clarification and information from you. 1. Please furnish a copy of audited financial statement with your comments on the same for the financial year 2005 -06, 2006 -07. 2. Please furnish a copy of the report under CARO 2003 for the above period with your comments on the same.
(3.) THE company has reportedly claimed depreciation of Rs.2.94 Crores on assets that were not in its possession. Please provide depreciation chart for Income Tax and Companies Act for the said period showing addition and deletion of each item along with calculation of depreciation. The company had made several corporate announcements including mergers and acquisition. Whether these materialized. Also provide your comments on the swap ratio arrived at for the purpose of merger.;

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