SEBI v. Commex Technology Limited and others (GDR issue disclosures, 2022)
Judgment entered
Checked against the primary document on October 8, 2026. The library's summary, tags and figures for this record were compared with the regulator's own document by an AI model (Claude) following written instructions, in a single reading of the order; an independent second reading of 60 SEBI records agreed on every field for 56, the four misses being penalty amounts; a later sample of 50 of the SEBI records added on 9 October agreed on every field for 46. No lawyer has reviewed them. A checked record can still contain errors, and checked does not mean endorsed. See how we check records or report a correction.
On 31 May 2022 a SEBI adjudicating officer penalised Commex Technology Limited Rs 10 crore and two directors Rs 5 lakh each over a US$9.99 million GDR issue that the order finds was financed by a loan secured on the issue's own proceeds. A further Rs 25 lakh on the company is conditional on a pending Supreme Court appeal.
The record
| Agency | SEBI (India) |
|---|---|
| Date filed | 2022-05-31 |
| Date resolved | 2022-05-31 |
| Court | SEBI adjudicating officer |
| Status | judgment |
| Asset class | equities |
| Instruments | Global Depository Receipts of Commex Technology Ltd |
| Venue | Luxembourg Stock Exchange |
| Criminal parallel | No |
| Defendants | Commex Technology Limited ; Adi Cooper ; Kishore Hegde |
| Techniques | Misleading issuer disclosure |
What was ordered
- Civil penalty
- —
- Disgorgement
- —
- Prejudgment interest
- —
- Total relief
- —
- Alleged gain
- —
- Penalty as published
- 104m INR
What is alleged to have happened
A SEBI adjudicating officer, Vijayant Kumar Verma, decided the matter on 31 May 2022. The noticees were Commex Technology Ltd, a listed company, and two directors, Adi Cooper and Kishore Hegde. SEBI had investigated the company's global depository receipt (GDR) issue between May and June 2009.
Commex issued about 1.9 million GDRs on 25 May 2009, raising US$9.99 million, listed on the Luxembourg Stock Exchange. SEBI alleged that the subscriber, Vintage, paid by borrowing from EURAM Bank, and that Commex signed a pledge agreement on 5 May 2009 that pledged the GDR proceeds as security for that loan. The company announced on 26 May 2009 that the GDRs had been successfully subscribed without disclosing the pledge or the loan, and it did not tell the exchange about a January 2008 board resolution authorising the use of proceeds as security.
The officer found that the company and its directors misled investors by hiding the pledge and loan and by announcing a genuine subscription, so that the issue was a fraud to the extent of the US$9.99 million raised. The violations found were of section 12A and Regulations 3 and 4 of the 2003 fraudulent and unfair trade practices regulations and, for the company, listing conditions under section 21 of the Securities Contracts (Regulation) Act.
The penalties were Rs 10 crore on Commex under section 15HA of the SEBI Act, Rs 5 lakh each on Mr Cooper and Mr Hegde, and Rs 25 lakh on Commex under section 23E of the Securities Contracts (Regulation) Act, payable only depending on the outcome of an appeal pending before the Supreme Court in the Suzlon Energy matter. The Rs 10.35 crore recorded here includes that conditional Rs 25 lakh, as other records in this set do.
The record does not show investor losses, whether the penalties were appealed or paid, or what became of the GDR proceeds.
This library tags the matter as misleading issuer disclosure. The tagging is ours, not the regulator's.
For the regulator's own account of the facts, read the primary document linked above. This page deliberately summarises the structured record rather than reproducing the order.
What technique is this, and how does it work?
This action is tagged with one technique in our taxonomy. The tagging is ours: regulators charge statutory provisions, not technique names, so the mapping is an editorial judgement described in our editorial policy.
- Misleading issuer disclosure — see how it works, what statute it engages, and every other action tagged the same way.
Timeline
- 2022-05-31 SEBI order
Primary documents
Everything on this page derives from the documents below. Where our summary and the primary document disagree, the primary document is right.
Related actions
Other actions in the library sharing at least one technique tag with this one.