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WTM/PS/37/IMD/CIS/SEPT/2014

BEFORE THE SECURITIES AND EXCHANGE BOARD OF INDIA
CORAM: PRASHANT SARAN, WHOLE TIME MEMBER

ORDER

Under Sections 11(1), 11(4) and 11B of the Securities and Exchange Board of India Act, 1992
read with Regulation 65 of the Securities and Exchange Board of India (Collective
Investment Schemes) Regulations, 1999

In the matter of Maitreya Plotters and Structures Private Limited

In respect of Maitreya Plotters and Structures Private Limited and its Directors, Ms. Varsha
Madhusudan Satpalkar and Mr. Janardan Arvind Parulekar


1. Securities and Exchange Board of India (hereinafter referred to as 'SEBI'), had pursuant to a
preliminary enquiry and on the basis of the findings of such enquiry, issued an ex-parte interim
order dated August 30, 2013 (hereinafter referred to as 'the interim order') prima facie observing
that the features of the 'scheme towards booking or purchase of plot of land' as offered by Maitreya
Plotters and Structures Private Limited (hereinafter referred to as 'the Company') fell within
the ambit of Collective Investment Scheme (hereinafter referred to as 'CIS') as defined under
Section 11AA of the SEBI Act, 1992 (hereinafter referred to as 'SEBI Act'). It was prima facie
observed that the said scheme did not show any resemblance to the real estate business/
transactions but operated as a disguise to mislead and attract investment from the general
public towards fund mobilizing activity of the Company. The interim order also alleged that the
Company was engaged in offering or launching CIS without obtaining registration from SEBI
as required under section 12(1B) of the SEBI Act read with Regulation 3 of the SEBI
(Collective Investment Schemes) Regulations, 1999 (hereinafter referred to as 'the CIS
Regulations').

2. The interim order further observed that the Company had failed to provide the relevant
information in respect of its alleged 'scheme' such as details regarding registration letter and
allotment letter issued to the investors who subscribed to the schemes or offers made to the
public, scheme-wise money mobilized along with the number of investors.

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3. The interim order also observed that the directors of the Company namely Ms. Varsha
Madhusudan Satpalkar and Mr. Janardan Arvind Parulekar are also directors in one Maitreya
Services Private Limited (hereinafter referred to as 'MSPL') an entity which was directed vide
SEBI Order dated March 25, 2013, not to access the securities market and restrained and
prohibited from buying, selling or otherwise dealing in the securities market till all its CISs
were wound up and all monies mobilized through them are refunded to the investors. The
aforesaid SEBI Order had also been upheld by the Hon'ble Securities Appellate Tribunal
(hereinafter referred to as 'SAT'). It appeared to SEBI that the aforesaid directors are still in
the business of mobilizing money from the public through CIS carried on by various other
companies under the same management. In view of the same, it also became necessary to
ensure that such individuals did not carry on further with their alleged illegal fund mobilization
activities.

4. In view of the observations and the prima facie findings in the interim order, the Company and
its directors, Ms. Varsha Madhusudan Satpalkar and Mr. Janardan Arvind Parulekar
(hereinafter all collectively referred to as 'noticees' and individually by their respective names)
were directed not to collect any more money from investors including those under the existing
schemes; not to launch any new schemes; not to dispose of any of the properties or alienate
any of the assets of the schemes and not to divert any funds raised from the public at large
which are kept in the bank account(s) and/or in the custody of the Company. The interim
order was also to be treated as a show cause notice, advising the Company and its directors as
to why appropriate directions under the SEBI Act and CIS Regulations including directions in
terms of the Regulations 65 and 73 of the CIS Regulations should not be taken against them.
The Company and its directors were allowed to file their reply and also seek an opportunity of
personal hearing if they so desired.

5. Thereafter, the Company vide its letter dated September 12, 2013 and its directors, Ms. Varsha
Madhusudan Satpalkar and Mr. Janardan Arvind Parulekar vide separate letters dated
September 12, 2013 and September 14, 2013, requested for the copies of the following
documents, opportunity to inspect the originals of such documents and also for grant of time
of one month after furnishing such documents for submitting their reply:
(a) Complaint dated February 13, 2013;
(b) Preliminary enquiry report made by SEBI into the alleged illegal mobilization of funds;
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(c) Complaint dated May 14, 2013;

(d) Inspection Report forwarded by the Ministry of Corporate Affairs vide letter dated August
02, 2013.

6. The noticees were afforded an opportunity to inspect the documents on October 08, 2013,
which was rescheduled to October 15, 2013 on a specific request. On the appointed day, the
representatives of the Company inspected the documents and were also furnished copies of
the documents that were available on record.

7. SEBI also issued letters dated October 18, 2013 to the noticees advising them to submit their
responses within a period of one month from the date of inspection i.e., October 15, 2013.
SEBI vide its another letter dated October 28, 2013, advised the Company to furnish the
following documents along with its response :
(a) Sample copies of application forms that are required to be submitted by investors/
applicant to participate in the schemes, sample copies of the registration letter and
allotment letter issued to the investors who subscribed to the schemes, sample copies of
the agreement letter/ contract required to be entered into by investor /applicant under the
schemes. (copies of a few executed agreements for the past three years were also to be
provided for this purpose)
(b) Details of the scheme wise, year wise amount mobilized by the Company till date along
with the number of investors under the schemes.
(c) Details of the scheme wise, year wise amount paid/redeemed by the Company till date
along with the number of investors under the schemes.
(d) List of all investors along with the name, address, contact numbers and PAN of the
investors.
(e) Other information that was sought from the Company vide SEBI letter dated April 03,
2013.

8. On receipt of requests for additional time for submission of reply, SEBI vide its letter dated
November 14, 2013, advised the noticees to furnish their replies without any further delay.
Thereafter, the Company submitted its reply dated November 25, 2013. Vide separate letters,
the directors of the Company have submitted that they adopt the submissions made by the
Company. The submissions inter alia made by the Company in brief are as under:
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(a) The Company is engaged in the business of real estate development and the sale/ purchase
of the land. The Company has entered into agreements to sell/ allot plots of land to several
persons on payment of advances. It does not deal with the units as defined under Section
2(z)(dd) of the CIS Regulations. Since incorporation, the Company has purchased several
parcels of land in its own name for fulfillment of its objects as described in Memorandum
of Association. The Company has undertaken the development activities like forming
layouts, construction of internal roads, street lighting, fencing, water facility, drainage
system on some of the parcels of land. Further, such activities will be carried on in other
plots shortly, as and when funds are available. It acquires the consolidated plots from the
real estate brokers.
(b) The promoters of the Company are Ms. Varsha Madhusudan Satpalkar and Ms. Janardan
Arvind Parulekar and they have invested a sum of 50,50,000 towards the paid up capital
of the Company. Except its shareholders, the Company, has no 'investor' per se and does
not engage in any activity which violates either the provisions of the SEBI Act or the CIS
Regulations.
(c) The Company was in the process of submitting the remaining details as sought by SEBI
before which the interim order was passed. Further, SEBI has not provided it with the
copies of the complaint or proforma attached to the same or the extract of the Inspection
Report or letter from MCA or seek our comments or explanation before passing the said
order.
(d) A perusal of the complaints relied upon by SEBI, extract of inspection report, letter from
Ministry of Corporate Affairs (hereinafter referred to as 'MCA') cannot lead to even a prima
facie conclusion that the Company was carrying on a CIS. The Regional Director, Western
Region, MCA had carried out an inspection of the books of account and other records of
the Company in December 2012. Pursuant thereto, vide letter dated January 23, 2013, Joint
Director, Western Region, MCA has asked the Company to submit its explanation in
respect of the violations observed during the course of the inspection. To this, the
Company had replied to the MCA. Thereafter, the Company has received separate notices
in respect of the alleged violation of sections of the Companies Act which have either been
replied or compounding proceedings have been initiated by the Company. Further, no final
orders have been passed by the competent authority in respect of any of such matters till
date.
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(e) The office of Registrar of Companies (RoC) after having perused the books and the
records of the Company have not found any fault with the Company as no proceedings for
prosecuting the directors of the Company under Part VI, Chapter I of the Companies Act,
1956 has been initiated. Therefore, SEBI has wrongly relied on the same as a piece of
evidence for passing order under reference.
Further, the Company has already subjected itself to the jurisdiction of the RoC and the
proceedings therein are pending. Therefore, it would amount to double jeopardy if the
'Extract of the Inspection Report' under Section 209 of the Companies Act as forwarded
by MCA is relied upon by SEBI for the purposes of conducting proceedings under the
provisions of the SEBI Act and the CIS Regulations.
(f) The Company has only accepted advances from one, Mr. Barat Mihir (or his nominees) in
respect of aggregation services to be rendered to him. It has been said that Mr. Barat Mihir
had approached the Company in the year 2009 to use his expertise and knowledge of the
market, in order to facilitate aggregation of land for and on his behalf. This included inter
alia identification of land, title verification and assistance in procurement of plots of land.
Mr. Mihir (or his nominees) have paid certain sums of money to the Company as advances
for such services being rendered to him. The Company had then advanced money to the
persons/ entities namely Jaycee Homes Limited, Shiv Prasad Patel, Tirath Prasad Patel,
Munnibai Lalaman Sahu, Jaswantisingh Gorelal Meena, Prakash Patel, Raghuvir Singh,
Rajkumar Parmanand Patel, Ramsingh Ramprashad Meena, Arun Singhania, Krishna
Kumar Vyas, Mahendra Singh Rathod, Mohor Singh, Shri Viratra Real Estate Pvt. Limited,
Yogendra Singh Rajput, Amrutlal Venaji Mali, Basantidevi Amrutlal Mali, M/s Vande
Mataram Developers, M/s Farm Valley Enterprises, M/s Achievement Developers, Ms/
Sidhyog Associates, M/s Mritunjaya Infrastructures, M/s Marta Kripa Infrastructures, M/s
Ketaki Realities, M/s Madhukar Plotter, for acquiring the land after title verification and
establishment of title for the aforesaid persons. In its balance sheet, the Company has
disclosed the amounts received from Mr. Barat Mihir and from the purchases of its
property under the head 'other current liabilities' as 'advances from customers'.
(g) The income tax returns have been filed by the Company regularly and all its receivables
have been disclosed in the balance sheet towards the purchase of land. As the Company
has aggregated land for third persons and as per the arrangement, it has held the advances
so received towards the purchase/ sale of land under the head liabilities under Schedule VI
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A in note no. 8 as the transactions is not consummated. The purchase of land and
aggregation thereof after due diligence takes a long time, therefore, it has deposited the
advances for purchase of land in the accounts. The advances received from Mr. Mihir (or
his nominees) are lying with it and have been invested in Mutual Funds units etc. and have
been accounted as current investment. These advances have to be passed on to the land
sellers as per the instructions of Mr. Mihir (or his nominees) so that the conveyance of the
said lands can be arranged in their favour.
The annual returns filed under the Income Tax Act are for the purposes of declaring the
income earned by the Company and about the tax liability. SEBI could not have made a
selective interpretation of the provisions therein.
(h) The Company has entered into agreements/ arrangements with land owners for the
purchase of land as per the requirement of Mr. Mihir and is now required to pay advances
to the said land owners subject to the orders of the SEBI. Now, the land owned by the
Company, have to be conveyed in the name of the purchaser who have requested that the
conveyance deeds to be executed in their favour and the same is not restrained by the
impugned order.
(i) The persons from the so called 'Investors and Consumer Guidance Society' who have filed
the complaints dated February 2013 and May 14, 2013, with SEBI are of suspected
background as they do not have any relation with the Company, they do not represent
group of persons who have advanced money to the Company and the documents
submitted by them do not disclose any such advancement of monies. The complainant has
not disclosed as to who are its members and why they have taken up a cause to file the
complaints against the Company. It has also been said that the president of the said
complainant had approached certain officers of the Company and illegal demands for
money were made. He also threatened the Company that in the event his demands were
not met, he would file false complaints against it.
(j) SEBI has proceeded with the passing of the interim order without issuing a show cause
notice and an opportunity of being heard. SEBI's directions under Section 11B is only after
making or causing an enquiry. The order under reference is entirely based on the aforesaid
unsigned documents, which are not of any evidenciary value and based on the complaints
by some unscrupulous persons. SEBI should not have considered such documents while
passing the order.
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(k) SEBI has misinterpreted the balance sheets provided by the Company and therefore
erroneously concluded that the Company is engaged in the business of CIS. The
misinterpretation by SEBI of the amounts mobilized under the head, 'Other Current
Liabilities' at note 8 has caused SEBI to erroneously conclude that the amounts are for the
purposes of CIS. Out of its accruals from business operations, it has purchased the land
and also that they have expended money towards brokerage on land purchases, land
development and other miscellaneous expenses in this regard.
(l) The Company has offered to sell the plots of lands to interested parties, they have
purchased the plots and sale deeds in this regard have been executed by the Company and
possession has been handed over to them. The Company has not received any demand
from any person who has paid advance monies towards plots of land allotted to them nor
has the company received any complaints in this regard.
(m) As the Company is in the business of real estate and each real estate transaction is
unique, there is no standard form of contract that is used by it in respect of the purchase/
sale of real estate/ immovable property. It has not mobilized any amounts in respect of any
scheme as falsely alleged or otherwise.
(n) One of its group companies namely MSPL had in fact offered some schemes to
prospective purchasers of properties sold by them. SEBI had erroneously considered such
schemes as being CIS and had passed an order dated March 25, 2013, directing it to refund
the amounts collected from such prospective purchasers.
(o) No 'proforma of the agreement for the plot sale' was provided to the Joint Director of the
MCA during the inspection of the Company.
(p) The payments made by the purchasers were towards identified immovable property or
parts thereof and not as part of any scheme or arrangement. The sale consideration will
vary from plot to plot and from location to location. No profits/ returns would be paid by
the Company to such purchasers on account of any increase in valuation of the land
purchased. It do not manage the properties sold to purchasers as these are sold as
developed plots. It does not retain the possession of the plots and/or sale deeds on
completion of sale transactions.
(q) The increase in other current liability (in the balance sheet) from 107 crores in 2009-10 to
733 crores in 2011-12 is on account of the increased booking amounts paid by the
purchasers and on account of the amounts advanced by Mr. Barat Mihir towards
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aggregation services. The immovable property has been included in the stock in trades i.e.
as a current asset and not fixed asset. It is pertinent to note that current asset have
increased from 89.88 crores in 2009-10 to 816.50 crores in 2011-12.

9. Before proceeding further, as requested, the noticees were afforded an opportunity of
personal hearing on January 22, 2014, when Advocates, Mr. Joby Mathew, Mr. Ajesh Kumar
S. and Mr. Ramesh Gogawat along with the directors of the Company appeared and made
submissions. During the course of personal hearing, the noticees were advised to provide the
following within a period of four weeks :
(a) the source of finance (including the financial record) for the purchase of properties listed in
Annexure A of their reply dated November 25, 2011.
(b) the complete details under the head 'current liabilities' in the balance sheet of the Company.
(c) the complete list of individuals/ investors (including name, contract details, PAN, etc.)
from whom the advances have been taken as stated in the respective balance sheet (it was
also clarified that such list should give the details of the ultimate individuals and not of mere intermediaries,
if any).
(d) From the said list of individuals, the noticees were asked to select every 25
th
/ 50
th
individual
so as to constitute a random sample of 40-50 individuals and submit the complete
transactional history (including the agreement/ sale deeds, etc.) of such selected
individuals/ persons.
(e) As the earlier submissions on the financials of the Company were till the period 2012, the
Company was directed to take into account the latest financial statements while providing
such information.

10. The above directions given during the hearing were also reiterated by SEBI vide its letter
dated January 29, 2014, addressed to the Company. In addition to the above, the Company
was also directed to provide information as sought vide an earlier letter dated April 03, 2013
(including specific information as sought in point 4(c) to (g) thereof) of SEBI, which have not
been provided by the Company till the date of hearing.

11. Pursuant to the extension of time for furnishing such information, the Company vide letter
dated March 14, 2014, stated the following:
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(a) The properties mentioned in Annexure A of its reply dated November 25, 2013 were
purchased by the Company using funds received during the course of business operations.
Details of the payments made for purchases were mentioned in Annexure A to this letter.

(b) As regards the complete details under the head 'Current Liabilities', the Company stated
that the same as set out in the Balance Sheet of 2011-2012 (note 8) include trade/security
deposit received and advances. It has been stated that one Mr. Bharat D. Meher was
interested in purchasing lands at various locations in India for himself and his nominees.
As the Company is in the business of inter alia facilitation of purchase and sale of land, he
requested the Company to facilitate the procurement of land for him/nominees. Mr.
Meher would either purchase the properties from such vendors identified by the noticees
and purchase the same in his name or that of his nominees who would be exclusively
identified by him. Mr. Meher and the Company also agreed that an agreement shall be
entered into in respect of the following :
- Surveying the property
- Verifying title to the land
- Documentation in respect of purchase or sale of the properties
- Payment of Advance to proposed sellers
- Receiving advances from proposed purchasers
- Formation of lay-outs
- Development of the land for residential and commercial projects
- Usage of its offices for achieving the objects of the agreement.

The above agreement were entered in the form of a Memorandum of Understanding
(MoU) dated May 23, 2009, addendums and side-letters with him. In accordance with the
terms of the MoU, the Company has paid advances to proposed sellers of property and
also received advances from persons identified by Mr. Meher as being interested in
purchase of property from him. The advances that have been received from the proposed
purchasers are shown as advance from Customers under the head 'Other Current
Liabilities'. The advances given by the Company on behalf of Mr. Meher to the proposed
sellers are accounted as Advance for Land Purchase under the head 'Short Term Loans and
Advances'.

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(c) The details and the list of individuals who have been identified by Mr. Meher as proposed
purchasers of his properties (purchase facilitated by Company) furnished in Annexure B
therto.

(d) Annexure C contains the details and documents relating to 50 individuals who have been
randomly identified from the list of persons set out in Annexure C threto.

(e) All details as sought by SEBI vide letter dated April 03, 2013 and which could be furnished
by Company have been furnished. As the noticees are not carrying on CIS, the details
sought in clause 4(c) to (g) could not be provided.

12. As it was noticed that Annexures B and C of the aforesaid letter of Company were not
attached, SEBI vide letter dated March 19, 2014 advised the Company to forward the same.
Vide the said letter, the Company was also asked to submit the following (i.e. the details asked
vide letter dated April 03, 2013):
(a) Brochures/ pamphlets / other advertising material pertaining to the company and/ or its
schemes/ plans/ offers made to investors/ applicants/ general public
(b) Copies of application forms that are required to be submitted by investors/applicants to
the Company
(c) Sample copies of the registration letter and allotment letter issued to the investors by the
Company
(d) Sample copies of the agreement letter/contract required to be entered into by
investor/applicant with the Company
(e) Details of the scheme/plan-wise amount mobilized by the Company till date along with
number of investors under the schemes.

13. In response, the Company vide letter dated March 20, 2014, submitted the Annexures B and
C (i.e. the details of the proposed purchases and details of the 50 individuals selected
randomly) of its letter dated March 14, 2014. It also stated that Mr. Ramesh Gogawat,
Advocate is its contact person. It also furnished copies of the brochures brought out by the
Company in respect of its projects claimed to be the real estate projects. The Company also
stated that
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(a) Investments in the company are presently restricted to equity investments by its promoters
and does not intend to invite any equity investments in the near future.
(b) The Company has not prescribed any application form for equity or other investments in
the company.
(c) Except for promoters, there are no investors in the company and therefore no allotment/
registration letters have been issued by it.
(d) As the promoters of the Company are the only investors, there is no agreement or contract
entered into between the company and its present investors
(e) It does not carry on any scheme or plan to mobilize any investments in the Company.

14. I have considered the allegations levelled in the interim order cum show cause notice, the
material relied upon therein and the submissions and documents provided by the noticees.
The interim order, based on certain documents, has prima facie observed that the Scheme towards
booking or purchase of plot of land is in the nature of CIS and as the Company is not a registered
entity with SEBI for offering or launching CIS, the same were allegedly in contravention with
Section 12(1B) of the SEBI Act read with Regulation 3 of the SEBI CIS Regulations.

15. The following were inter alia the material which SEBI has relied upon in the interim order :

a) Copy of brochure containing various payment schedules in connection with the schemes
offered by MPSPL;
b) Sample copy of an Agency Application form;
c) Sample copy of Application for booking of plot/purchase of plot;
d) Sample copy of Agreement for sale.
e) Memorandum and Articles of Association of the company, as filed with the ROC;
f) Details about past and present directors and promoters;
g) Certified copies of audited financial statements for the FY 200910, 201011 and 201112
along with annexures;
h) Copies of Income Tax Return filed by the company for the FY 200910, 201011 and
2011-12.
i) extract of the Inspection Report under Section 209A of the Companies Act, 1956 in
respect of the Company as forwarded by the Ministry of Corporate Affairs vide letter
dated August 2, 2013.
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16. The noticees have argued that the Company was in the process of submitting the details as
asked for, however, SEBI has issued the interim order in the meantime. I note that the noticees
were given sufficient opportunities of submitting the details, however the details were not
forthcoming. SEBI had to proceed further with the interim order under the facts and
circumstances of the case. The prima facie acts and omissions and the connection with MSPL
(Maitreya Services Private Limited), as noted in the interim order are definitely detrimental to the
interest of investors and regulatory intervention was necessary at that stage.

17. The interim order has inter alia made the preliminary observations from the contents of the
brochures and sample copies of the application form for agency, booking/ purchase of plot
and agreement of sale. The Company has contended that the complainant who had forwarded
such brochures and sample copies of documents have done the same in order to coerce the
Company in fulfilling their unjust demand for money. Such submission of the Company
cannot be considered at this stage, in the absence of any evidence in this regard.

18. The Company has furnished a list claiming to be that of individuals nominated by Mr. Meher
as purchasers of properties. As per this list, there are 77 investors from whom an amount of
772,81,08,705 (i.e. approximately 773 crores) has been received by the Company. I note
that SEBI during the personal hearing had sought the complete list of ultimate client from the
Company and not just the intermediaries from whom the advances are taken. It is observed
that the Company has provided a list of individuals who are claimed to be brought in by Mr.
Meher. The number of such investors is only 77. It is prima facie difficult to believe that a
person/ entity could mobilize around 773 crores only through individuals (claimed to be the
nominees) referred by the said Mr. Meher. I note that the Company, claiming to be in the
business of real estate, has not identified any person who is not a nominee of Mr. Meher. This
appears to be very unusual and cannot be accepted at this stage as the Company has claimed
to have mobilized 773 crores from the public. It is also observed that in the SEBI
examination, it has come to light that the bank accounts of the Company have credits from
numerous bank accounts exceeding 77 as well as numerous instances of cash deposits of few
lakhs.

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19. As directed in the hearing, the Company has also provided a list of persons, identified on a
sample basis. According to this list, there are 49 persons. It is noted that the Company has
indicated therein, for many cases, that the 'draft of sale deeds have been approved by both
parties, however registration is yet to be done for several reasons including the interim order of
SEBI, convenience of parties etc'. It is noted that details regarding the identification of the
plot, how the same was held by the Company, when was the agreement executed between
such customer and the Company, etc. are not provided.

20. It is also noted that most of the registration are consolidated for the periods of November -
December 2009, March 2010, July - August 2010, November - December 2010, February
2011, February - March 2012. It is noted that there have been no registrations since April
2012 till August 30, 2013 i.e. the date of passing of the interim order.

21. It is further noticed from Annexures B and C to the letter dated March 20, 2014, that in the
case of one Mr. Manoj Puranik who is shown to have paid an advance of 8 crore, he is
shown to have executed agreements (Annexure C) worth only 2.70 lakhs for three
agreements. The value of the fourth agreement is not mentioned. Likewise, for Vaijanath
Bhoir, he has paid 3.77 crore as per Annexure B. However, as per Annexure C, he is shown
to have executed agreements worth 1.05 crore only. The same is the case with most
transactions. The gap in the advances paid and the agreement value remains unexplained by
the Company.

22. The SEBI examination has also noticed that inspite of directing the Company not to divert
funds kept in its bank accounts, there have been several instances of debit entries in the names
of various persons. The same appears to be in contravention of the directions issued vide the
interim order. The examination in the matter has also revealed that the Company has holdings
in its group entities/ certain other entities. At this stage, I also take note of a complaint
received by SEBI from one of the investors of the Company, alleging therein that she has
been asked to pay money and continue with the scheme with one M/s Maitriya Realtor &
Construction Pvt. Limited, a group company of the Maitrya Plotters and Structures Private
Limited. This fact suggests that the Company is diverting its investors to its group companies.

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23. Further, the submission of the Company that vide the interim order, it is not restrained from
executing conveyance deeds in the name of purchaser is a wrong understanding of the
directions issued by SEBI. The interim order inter alia directs the Company not to dispose off
any of the properties or alienate any of the assets of the schemes. A reading of such direction
makes it clear that if the Company is executing conveyance deeds, then it violates the specific
directions against the Company not to alienate its assets.

24. The Company has denied that it is operating a CIS as alleged in the interim order. It has also
denied having printed the brochures and sample documents which have been forwarded by
the complainant. However, the findings made in the interim order cannot also be discarded at
this stage, merely on the basis of such denial by the Company. The interim order has observed
that the liabilities of the Company as of March 2012 is to the tune of 773 crores and the
same is the collection of booking amount and installment amount from investors for the
purposes of the scheme. As stated above, even the documents furnished by the Company
indicate that it has collected such large amounts of money from 77 investors. Thus, the prima
facie view taken in the interim order that such money was collected from investors (public)
cannot be ignored, till a conclusion is arrived at.

25. I note that the documents produced by the Company has to be examined in detail in the light
of its submissions. SEBI is therefore advised to expeditiously examine the matter further.
Considering the interests of investors and their money involved in such schemes of the
Company as alleged in the interim order and till the SEBI examination into the business affairs
of the Company is concluded, it may not be reasonable to modify/ revoke the directions
imposed vide the interim order at this stage. I am convinced that the directions in the interim
order in respect of the entities need to be continued, till further directions. Such directions
have been imposed in the interest of investors and to ensure that the noticees do not continue
with the alleged money mobilization activities through its schemes. Needless to say, the same
would be reviewed upon conclusion of the examination in the matter.

26. In view of the foregoing, I, in exercise of the powers conferred upon me under sections 11(1),
11(4) and 11B of the SEBI Act, 1992 read with Regulation 65 of SEBI (Collective Investment
Schemes) Regulations, 1996, hereby confirm the directions issued vide the SEBI interim order
dated August 30, 2013 against Maitreya Plotters and Structures Private Limited and its
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Page 15 of 15

directors, Mrs. Varsha Madhusudan Satpalkar and Mr. Janardan Arvind Parulekar. The
noticees are directed to co-operate with SEBI in the examination and furnish all documents
and records as sought for by SEBI.

27. These directions shall continue to be in effect till further orders of SEBI.



Date : 12
th
SEPTEMBER, 2014 PRASHANT SARAN
Place : Mumbai WHOLE TIME MEMBER
SECURITIES AND EXCHANGE BOARD OF INDIA
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