The Securities and Exchange Board of India (Sebi) has “strongly censured” Astrazeneca Pharma India Limited for “gross professional misconduct” and fraudulent trade practices” in its 2014 delisting exercise.
The Sebi order running into 65 pages comes six years after the delisting exercise and investigation. The order passed by Sebi wholetime member S.K. Mohanty found that the MNC pharma company, its promoters and FII, Elliot group, which held 15.52 per cent in the company “tried to arrive at a private arrangement to sail through the delisting process”.
The Sebi said, “Strongly censure the notices for displaying such gross professional misconduct and fraudulent trade practice in trying to arrive at a private arrangement amongst them so as to help the Company sail through the delisting procedure.”
The order said it was done in a manner that was intended to dilute the Reverse Book Building procedure for discovery of the delisting price of the scrip as per stipulations in the Sebi (Delisting of Equity Shares) Regulations, 2009, thereby jeopardising the interests of the retail public shareholders and investors of the company at large.
Sebi has cautioned the entities and directed them to refrain from indulging in such unfair trade practices in future or in any other similar act whatsoever so as to violate the sanctity of the SCRA, 1956, the Sebi Act, 1992, and the Rules and Regulations made there under including the Sebi (Delisting of Equity Shares) Regulations, 2009 both in letter and in spirit by indulging any acts, which are detrimental to the interest of the shareholders and prejudicial to the interest of the investors of the securities market.
The market regulator has also directed that in case a fresh delisting proposal is initiated by the promoter company anytime in future, the same shall be initiated only after observing the extant provisions of the Sebi Act and the regulations framed there under in letter and spirit.
Stock exchanges, BSE and NSE, are directed to closely monitor the entire delisting process to be initiated by the company in future to ensure complete satisfaction of all regulatory stipulations with fairness, transparency and integrity and to promptly report any aberrations noticed in the delisting process of AZPIL to Sebi, the order said.