SEBI Penalises Kirloskar Brothers’ Promoters, Others For Fraud
The logo of Securities of Exchange Board of India (SEBI) is pictured on its headquarters in Bandra Kurla Complex in Mumbai, India. (Source: BloombergQuint)

SEBI Penalises Kirloskar Brothers’ Promoters, Others For Fraud


Regulator SEBI has imposed a penalty of Rs 31 crore on Kirloskar Brothers Ltd.’s promoters and others for indulging in insider trading and committing fraud on public shareholders. The case pertains to trades made in 2010.

Also, the entities have been barred from the capital markets for periods ranging from three months to six months, the regulator said in three separate orders on Tuesday.

Of the total Rs 31.21 crore, they have been asked to disgorge Rs 16.6 crore of ill-gotten gains along with 4% interest, and in addition a penalty of Rs 14.5 crore has been levied on them.

The Securities and Exchange Board of India had received various complaints alleging insider trading and bad corporate governance practices in the context of KBL.

Following this, the regulator conducted investigation during March 2010 to April 2011 in the matter relating to dealings in the KBL scrip to ascertain possible violation of the insider trading rules and prohibition of fraudulent and unfair trade practices regulations.

Investigation revealed that the promoters and directors of KBL had traded in the company’s shares while in possession of unpublished price sensitive information and wrongfully benefitted via avoidance of losses.

Besides, they had submitted incorrect declarations to KBL stating that they were not in possession of UPSI.

In addition, it was found that they committed fraud on Kirloskar Industries Ltd. and its public shareholders.

The directors of KIL -- Atul Chandrakant Kirloskar, Nihal Gautam Kulkarni, AR Sathe and AN Alawani -- had induced KIL to buy shares from KBL's six promoters, thereby aiding them to sell the shares of KBL to KIL at a time disadvantageous to KIL and its minority shareholders.

As per SEBI, Alpana Rahul Kirloskar, Arti Atul Kirloskar, Jyotsna Gautam Kulkarni, Rahul Chandrakant Kirloskar, Atul Chandrakant Kirloskar and late Gautam Achyut Kulkarni were promoters of KBL and KIL.

All the nine entities had caused unfair treatment to the minority shareholders of KIL in a fraudulent manner and violated the provisions of PFUTP norms, the regulator said in three separate orders passed on Tuesday.

It further said legal representatives of late Gautam Achyut Kulkarni would disgorge the amount.

Through a separate order, the regulator has imposed a penalty of Rs 5 lakh on Kirloskar Industries Ltd. for violating listing conditions.

The decision to invest an amount of up to Rs 275 crore in shares of KBL, taken by the company's board in July 2010, was a fraud that was perpetrated on KIL and its shareholders.

SEBI said the decision was price sensitive information, expecting to have a bearing on the performance of KIL. Hence, as per the equity listing agreement, KIL was required to immediately inform the stock exchanges of the decision, however it failed to comply with the norm.

In a separate order, SEBI has barred four entities -- Sanjay Kirloskar, Trustee of Kirloskar Brothers Ltd.; Pratima Sanjay Kirloskar; Prakar Investments Pvt. Ltd.; and Karad Projects and Motors Ltd. -- from the capital markets for three months for violating insider trading norms.

Besides, Sanjay Kirloskar, his wife Pratima Sanjay Kirloskar and Karad Projects and Motors' total liability due to allegedly ill-gotten gains and penalty is Rs 42.7 lakh.

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