PR No. 285/2010
Order in respect of Mr. P.S. Saminathan and Mrs. Uma Saminathan in the matter of Pyramid Saimira Theatre Ltd.
Shri M.S. Sahoo, Whole Time Member, SEBI, has passed an Order dated December 23, 2010 in the matter of Pyramid Saimira Theatre Ltd. (PSTL) restraining Mr. P.S. Saminathan from buying, selling or dealing in securities in any manner whatsoever or accessing the securities market, directly or indirectly, and from being a director in any listed company for a period of ten years from the date of this order. Mr. P.S. Saminathan has also been directed to make a public offer through a merchant banker to acquire shares of PSTL from public shareholders by paying them the value determined by the valuer in the manner prescribed in Regulation 23 of the SEBI (Delisting of Equity Shares) Regulations, 2009 and acquire the shares offered in response to the public offer, within three months from the date of this Order. Further, BSE has been directed to facilitate valuation of shares to be purchased as mentioned above, and compulsorily delist PSTL, if the public shareholding reduces below the minimum level in view of aforesaid purchase. Mrs. Uma Saminathan has been restrained from buying, selling or dealing in securities in any manner whatsoever or accessing the securities market, directly or indirectly, and from being a director of any listed company for a period of five years from the date of the Order.
The order further states that PSTL inflated its profits and revenues by fictitious entries in its accounts, disclosed the same in quarterly and annual results for the financial year 2007-08 and thereby misled the public in their investment decisions. It also made false corporate announcements regarding agreements with theatres and allotted convertible warrants to Mr. P. S. Saminathan on preferential basis without consideration towards the issue of warrants. The order also states that Mr. Saminathan, being MD, promoter and member of the audit committee of PSTL, is responsible for all the acts of omission and commission of PSTL and Mrs. Saminathan, in concert with Mr. Saminathan, managed to receive 14,85,000 PSTL shares on conversion of illegally allotted warrants.
December 23, 2010