New Delhi, February 26: NGL Fine-Chem and its promoters have settled a case with the Securities and Exchange Board of India (SEBI) over alleged violations related to shareholding disclosures. The pharmaceutical company, along with PCI Ferrmone Chemicals and promoters Rajesh Lawande and Rahul Nachane, collectively paid ₹92.21 lakh to resolve the matter.
As part of the settlement, NGL Fine-Chem paid ₹54.42 lakh, while PCI Ferrmone Chemicals, Lawande, and Nachane each contributed ₹12.6 lakh. The resolution was made under SEBI’s settlement regulations after the entities filed an application seeking to close the adjudication process.
In its order on Tuesday, SEBI stated, “In view of the acceptance of the settlement terms and receipt of the amounts, the instant adjudication proceedings initiated against the applicants vide Show Cause Notice dated December 29, 2023, are disposed of in terms of the Settlement Regulations.”
Background of the Case
The issue stemmed from incorrect disclosures regarding the company's shareholding. SEBI initiated its examination after NGL Fine-Chem applied for an exemption from making an open offer in July 2022 following a share transfer to a trustee. During the review, the regulator found discrepancies in the promoter group’s shareholding, which had increased from 65.45% in June 2019 to 73.83% in September 2019.While the exemption application was eventually withdrawn, SEBI continued its probe into past disclosure inconsistencies, covering the period from March 2002 to June 2019. The investigation revealed that NGL Fine-Chem had misclassified PCI Ferrmone Chemicals as a “public/non-promoter” entity instead of a “promoter & promoter group” in 31 quarters from December 2002 to June 2019.
Furthermore, SEBI found that the company’s promoters, Rajesh Lawande and Rahul Nachane, failed to include PCI Ferrmone’s shareholding in their takeover disclosures between 2011 and 2019. These violations were linked to non-compliance with SEBI’s Listing Agreement, Listing Obligations and Disclosure Requirements (LODR) regulations, and the Substantial Acquisition of Shares and Takeovers (SAST) regulations.
With the settlement now finalized, SEBI has closed the adjudication proceedings against NGL Fine-Chem and its promoters.