The Securities and Exchange Board of India (Sebi) has barred the promoters of New Delhi Television Ltd (NDTV) — Prannoy Roy and Radhika Roy — from the securities market for two years and also directed them to disgorge “illegal gains of more than Rs 16.97 crore” for alleged “insider trading” over 12 years ago.
The market regulator also barred seven other individuals and entities for insider trading in the shares of the media company for a period varying from one to two years. Some of them have been asked to disgorge illegal gains made from trading in the shares when they were in possession of Unpublished Price Sensitive Information (UPSI). The directions follow a probe conducted by Sebi between September 2006 and June 2008.
According to NDTV, Prannoy Roy and Radhika Roy have informed the company that their lawyers, led by Fereshte Sethna, senior partner at DMD Advocates, hold that the Sebi order is based on an inaccurate assessment of facts and will not withstand scrutiny in appeal. “The appeal will be filed immediately,” it said.
The Sebi order said the amount has to be paid jointly or severally by them along with 6 per cent interest from April 17, 2008, till the date of actual payment. All the entities have violated Prohibition of Insider Trading (PIT) Regulations, Sebi said in three separate orders passed late on Friday.
The Sebi order noted that Prannoy Roy and Radhika Roy together made a gain of Rs 16.97 crore while indulging in insider trading in the shares of NDTV while in possession of UPSI relating to the proposed reorganisation of the company. Prannoy Roy was the chairman and whole-time director and Radhika Roy was the managing director during the period under investigation and were part of the decision-making chain that led to the crystallisation of the UPSI.
It said discussions pertaining to reorganisation of the company started on September 7, 2007, and the disclosure was made on April 16, 2008. Hence, September 7, 2007 to April 16, 2008 was the UPSI period. Prannoy Roy and Radhika Roy sold shares on April 17, 2008, when the trading window for them was closed and made a profit of Rs 16.97 crore Sebi’s order said.
As per Sebi, by doing so, they violated PIT norms and also acted in contravention of NDTV’s code of conduct for prevention of insider trading which prohibited them from trading at least till 24 hours after the information was disclosed to the stock exchanges. The promoters have been restrained from accessing the securities market for two years and directed to disgorge illegal gains along with 6 per cent interest per annum.
Sebi said Vikramaditya Chandra, who was the group CEO and executive director during the relevant period, made a profit of Rs 6.67 lakh, Ishwari Prasad Bajpai, who was senior advisor-editorial and projects, made an illegal gain of Rs 8.82 lakh while director-finance and group CFO Saurav Banerjee incurred a loss of Rs 47,000 while trading in NDTV’s scrip during the UPSI period. The shares, which were sold during the UPSI period, were acquired by them pursuant to allotment under ESOPs.
Sebi has, thus, directed disgorgement of respective illegal gains, along with 6 per cent interest per annum, and barred Chandra, Bajpai and Banerjee from accessing securities market for one year. Sanjay Dutt’s wife Prenita Dutt and entities connected to him — Quantum Securities Pvt Ltd., SAL Real Estate Pvt Ltd and Taj Capital Partners Pvt Ltd. — had made a wrongful gain of Rs 2.2 crore through insider trading while in possession of UPSI. Sanjay Dutt was an on-call and inhouse advisor/ team member of NDTV group.
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