WTM/RKA/ISD/ 117 /2016 SECURITIES AND EXCHANGE BOARD OF INDIA ORDER UNDER SECTIONS 11 AND 11B OF THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 - IN THE MATTER OF RADFORD GLOBAL LTD. In respect of: Sr. Entities PAN No. Company 1. Radford Global Ltd. AABCM5771E Directors of Radford Global Ltd. 2. Mr. Prakash Bhawarlal Biyani AJNPB0702E 3. Mr. Manish Nareshchandra Shah AELPS8560A 4. Mr. Rajesh Kumar Maheshwari ACJPM4653L 5. Mr. Nitin Shivratan Murarka AMBPM9321M Promoters of Radford Global Ltd. 6. Radford Investment Services Pvt. Ltd. AACCG9982A Directors of Radford Investment Services Pvt. Ltd. (Radford Investment) 7. Mr. Roshan Dwarkani ATXPD7040B 8. Mr. Suresh Kumar Saini BCXPS0818J Preferential Allottees 9. Mr. Aachalchand Balar ABAPB8617M 10. Mr. Piyush Kumar Balar* AEMPB6394Q 11. Mr. Abhishek Kumar Balar* AATPB8811B 12. Mr. Afsar Zaidi AADPZ8571G 13. Ms. Kamal Punwani AFFPP5207G 14. Mr. Dalsukh Ujamshi Trevadia ACDPT3428N 15. Ms. Jyoti Anil Trevadia ABWPT8000C 16. Ms. Tanvi Bhavik Trevadia AFAPT5888A 17. Mr. Bimal J. Desai AAKPD3160A 18. Ms. Jyotsna Jitendra Desai AHPPD4223L 19. Mr. Yogesh Popatlal Thakkar AAPPT1825P 20. Ms. Babita Mittal AAIPG4573G 21. Mr. Mukesh Mittal AJGPM2125D 22. Ms. Renu Aggarwal AAEPA1694C 23. Mr. Tarun Aggarwal AOQPA9034E Order in the matter of Radford Global Ltd. Page 1 of 130 24. Ms. Renu Mittal AGMPM1488Q 25. Mr. Santosh Aggarwal ABAPA4548E 26. Mr. Mohan Mittal APFPM0496Q 27. Nishit Agarwal Ben Trust AABTN3350K 28. Ms. Pinky Agarwal ACGPA7438L 29. Pratik Agarwal Ben Trust AABTP7516K 30. Mr. Hitesh Mangilal Jain AABPJ2835R 31. Mr. Rajendra Mangilal Jain ACPPJ9853R 32. Mr. Shailesh Mangilal Jain AAAPJ6765F 33. Ms. Kalpita Luniya AAAPL9611J 34. Mr. Hukamsingh B. Rajpurohit AABPR9949J 35. Mr. Dilip Chotalal Morzaria AADPM9919M 36. Mr. Hari Kishan Suderlal Vermani AAJPV4754H 37. Ms. Mayuri Darshan Bhanushali AKJPB8572F 38 Sushant Investments/Mr. Sunil Tukaram Bhardkar ACAFS8650G 39. Ms. Shilpa Aggarwal AEXPA1230M 40 Ms. Ritu Singal ABHPS3711M 41. Mr. Brij Bhushan Singal AEFPS6298M 42. Mr. Neeraj Singal ANRPS7986B 43 Ms. Uma Singal ANRPS7987A 44. Mr. Ashok B. Jiwrajka AACPJ3610K 45. Mr. Dilip B. Jiwrajka AAGPJ8756J 46. Mr. Surendra B. Jiwrajka AACPJ4316L 47. Mr. G. M. Prasanna Kumar AHEPG0025A 48. Mr. G. S. Anith Kumar ADPPK9874N 49. Mr. Lingaraju G. M. AEYPM5850Q 50. Mr. Praveen Kumar Agarwal ACSPA4725A 51. Praveen Kumar Agarwal HUF AAIHP6229C 52. Mr. Naresh Nemchand Shah ACRPS0182J 53. Ms. Ujwala Namdev Mane AAEPM5924H Exit Providers, i.e., Radford Group and Suspected Entities 54. Devatma Distributors Pvt. Ltd. AADCD7140G 55. Anjali Suppliers Pvt. Ltd. AAJCA1784D 56. Rangan Vincom Pvt. Ltd. AAGCR1715E 57. Katyani Commodities Pvt. Ltd. AAECK6244R 58. Ladios Trading Pvt. Ltd. AACCL3868N 59. Avlokan Dealcom Pvt. Ltd. AALCA1583G 60. Devakantha Trading Pvt. Ltd. AADCD7044B 61. Shelter Sales Agency Pvt. Ltd AASCS1797F 62. Udbal Mercantile Pvt. Ltd. AABCU2648C 63. Amrusha Mercantile Pvt. Ltd. AALCA0340D 64. Runicha Merchants Pvt. Ltd. AAECR0580M 65. Signet Vinimay Pvt. Ltd. AAMCS1712Q Order in the matter of Radford Global Ltd. Page 2 of 130 66. Winall Vinimay Pvt. Ltd. AAACW8004B 67. Sanklap Vincom Pvt. Ltd AAMCS1711P 68. SKM Travels Pvt. Ltd. AAICS0688K 69. Scope Vyapar Pvt. Ltd. AAICS6023N 70. Spice Merchants Pvt. Ltd. AAPCS7492G 71. Apex Commotrade Pvt. Ltd. AAJCA4459K 72. Kingfisher Properties Pvt. Ltd. AAECK3394G 73. Topwell Properties Pvt. Ltd. AADCT8403C 74. Esquire Enclave Pvt. Ltd. AACCE7065J 75. Radison Properties Pvt. Ltd. AAFCR2818B 76. Shivkhori Construction Pvt. Ltd. AAPCS7850L 77. Limestone Properties Pvt. Ltd. AACCL0133G 78. Natural Housing Pvt. Ltd. AADCN6251G 79. Divyadrishti Merchants Pvt. Ltd. AABCD8147K 80. Divya Drishti Traders Pvt. Ltd. AABCD8146J 81. Dhanraksha Vincom Pvt. Ltd. AADCD6028P 82. Ridhi Vincom Pvt. Ltd. AAECR9858C 83. Dhanleela Investments & Trading Company Ltd. AAACR1770P 84. Blue Circle Services Ltd. AAACB2131L 85. Pine Animation Ltd. AAECM0267A Mishka Finance and Trading Ltd. (Formerly known as: 86. AAACP2548R Pyramid Trading And Finance Ltd.) 87. Amrit Sales Promotion Pvt. Ltd. AACCA3220D 88. Burlington Finance Ltd. AABCB2575P 89. Symphony Merchant Pvt. Ltd. AADCS5411K 90. Bazigar Trading Pvt. Ltd. AABCB3052B 91. Manimudra Vincom Pvt. Ltd. AADCM4316K 92. Vibgyor Financial Service Pvt. Ltd. AAACV8378B 93. Jayant Security & Finance Ltd. AAACJ4848G 94. Trimurthi Finvest Ltd. AAACT6383N 95. Purvi Finvest Ltd. AABCP6564C East West Finvest Ltd./ 96. AAACE6834D Sharad Dharak 97. East West Finvest Ltd. AADCE1236G 98. Ms. Prem Lata Nahar AFAPN8764M 99. Mr. Taran Kumar Rungta ASVPR5947G 100. Rajat Share Broking Pvt. Ltd. AAACR2695B 101. Ms. Manjulaben Sukhdev Pandya ALVPP7764J 102. Mr. Bharat Bagri Bagri AADHB8488A 103. Mr. Rajesh Pravinkumar Jasani ACWPJ4705B Radford Sellers 104. Ms. Manisha Jayesh Shah AOBPS1451C 105. Ms. Artiben Kansara ATWPK6701D 106. Mr. Sunil Mohanlal Kansara ANFPK3652G 107. Mr. Rajeev Garg ACJPG8162C Order in the matter of Radford Global Ltd. Page 3 of 130 108. Mr. Anup Manilal Shah (Huf) AAKHA8826N 109. Mr. Bharat Kumar Jayantilal Shah AGSPS5666E 110. Ms. Dina Satishkumar Mehta AAYPM2723J 111. Mr. Harimohan Khandelwal ACLPK9984A 112. Ms. Hasumati G. Mandlia ANIPM9254B 113. Mr. Kanaiyalal Manilal Gandhi ABGPG6544G 114. Ms. Ramila Gandhi AELPG9023L 115. Mr. Mansukhbhai Jagabhai Tanti AALPT9962B 116. Ms. Pragna Patel AGWPP5778Q 117 Ms. Rekhaben Lakhaben Sagparia AFXPS1751C 118. Ms. Veena Mohandas Valbhani AHGPV3775J The aforesaid entities are hereinafter referred to by their respective names or by their respective category as described in the interim order dated December 19, 2014 or collectively as ‘the noticees’. * Mr. Piyush Kumar Balar and Mr. Abhishek Kumar Balar are joint holders of demat account alongwith Mr. Aachalchand Balar. 1. Securities and Exchange Board of India ("SEBI"), vide an ad interim ex-parte order dated December 19, 2014 (hereinafter referred to as “interim order”), restrained 108 entities, including Radford Global Ltd. (formerly known as “PS Global Ltd.” and prior to that as “Rosette Resorts Ltd.”) and its promoters and directors from accessing the securities market and further prohibited them from buying, selling or dealing in securities, either directly or indirectly, in any manner whatsoever, till further directions. Further, vide another ad interim ex-parte order dated November 09, 2015 (hereinafter referred to as “interim order dated November 09, 2015”), SEBI restrained 15 entities from accessing the securities market and further prohibited them from buying, selling or dealing in securities, either directly or indirectly, in any manner whatsoever, till further directions. The persons/entities against whom the interim order was passed were advised to file their objections, if any, within twenty one days from the date of the interim orders and, if they so desire, to avail themselves of an opportunity of personal hearing before SEBI. 2. The aforesaid interim orders were passed taking into account facts and circumstances more particularly described therein and summarised inter alia as under:- (a) The said directions issued in the interim order were on the basis of prima facie findings that Radford and persons in charge of its affairs had allotted its 91,00,000 equity shares of `10 each at a premium of `5 on preferential basis to 48 entities aggregating to `13.65 crore in order to provide fictitious Long Term Capital Gains ("LTCG") to the preferential allottees so as to convert their unaccounted income into accounted one with no payment of taxes as LTCG is tax exempt. It was observed that consequent to preferential allotment of equity shares on February 16, 2012 in Radford, price of the scrip was increased substantially to the extent of 7,442% (74 times) with a very small chunk of Order in the matter of Radford Global Ltd. Page 4 of 130 volume/purchases (i.e., 98 shares per day) by certain entities and after the expiry of the compulsory lock-in period, the average volume increased astronomically to the extent of 5,05,066% (5,050 times) and the preferential allottees were provided exit at a high price by the Exit Providers who are referred to in the interim order as Radford Group & Suspected Entities. It was, thus, prima facie observed that Radford and the preferential allottees acting in concert with the Exit Providers misused the stock exchange mechanism to generate fictitious LTCG. (b) During Pre-Patch I (i.e., February 27, 2012 to January 28, 2013), the scrip opened at `3.20 (pre-stock split price) on February 27, 2012 and rose to a high of `241.35 and closed at `241.35 on January 28, 2013. It was noted that during this period an artificial demand for the shares of Radford was created by Radford and LTP Contributors as Radford did not have the fundamentals to command such a high demand nor were there any external factors such as corporate announcements which could have led to such demand. When compared with the high demand, there was hardly any supply of shares of Radford during Pre-Patch I. It was noted that during Pre-Patch I, the scrip traded with an average volume of 98 shares per day and total volume of 11,950 shares in 121 trading days with an average of 1 to 2 trades per day. (c) Radford Sellers appeared to have played a crucial role in pushing the price of the scrip of Radford to such high levels especially by controlling the supply of shares. Their suspicious acts of selling shares in miniscule quantities despite there being a huge demand, contributing to 100% trading volume on most of the days, placing trades in a manner so as to maintain the daily average volume and not letting the liquidity dry out by sequentially selling shares clearly show that their selling pattern was not normal and was prima facie directed towards pushing up the price of the scrip of Radford. The same was further corroborated by the fact that the share certificates held by the Radford Sellers were prima facie not genuine. The involvement of Radford in issuance of non-genuine certificates to these Radford Sellers signifies that the Radford Sellers carried out the aforesaid acts in collusion with Radford, its promoters and directors.