Imposes penalty for Takeover Code’s non-compliance; Rejects technical & no mala-fide intention defense

SEBI imposes penalty on Nature India Communique Limited (‘Noticee’) for 14 years failure / delay in making mandatory annual disclosures under Reg. 8(3) of Takeover Regulations; Rejects noticee’s submission that such delay was purely technical in nature, neither malafide nor wilful, but occurred inadvertently without causing any financial or economical loss to any shareholders; SEBI holds that ‘timeliness’ is essence of disclosure and delayed disclosure serves no purpose and such mandatory annual disclosure under Takeover Regulations keeps investors aware of changes in promoters’ holding, which assists them in taking an informed investment decision; Relies on SAT ruling in Komal Nahata Vs. SEBI, wherein it was held that “argument that no investor has suffered on account of non disclosure is without any merit because firstly penalty for non compliance of SAST Regulations, 1997 and PIT Regulations, 1992 is not dependent upon the investors actually suffering on account of such non disclosure.”; States that as a listed company, Noticee has a responsibility of complying with disclosure requirements in accordance with its spirit, intention and non-compliance with disclosure requirements undermines regulatory objectives and jeopardizes achievement of the underlying policy goals:SEBI