To

Chief Vigilance Commissioner A K Agrawal

New Delhi E 13/2 Vijaykiran Apartment
32 Victoria Road
Bangalore 560047
30/12/10

Complaint against the Minister of Corporate Affairs and other officials for cover up
in the 2G scam

Kindly refer to my complaint on the 2G scam dated 13/5/09 and registered as complaint
no 416/09/2. The complaint was enclosed as an annexure in the writ petition filed before
the Hon’ble Supreme Court and was read out in Court by the learned Counsel.

This complaint relates to reference made by DOT to Ministry of Corporate Affairs

regarding the ownership of Swan Telecom By giving Swan Telecom a clean chit , MoCA
and its senior officers are involved in a criminal conspiracy to cover up and this
complaint is directed against them. The clean chit given to Swan Telecom vide MoCA
letter in file no 3/92/2010/CL-II dated 24/12/10 is enclosed.. As the enclosed letter has
been issued with the approval of the Corporate Affairs Minister ( last line of the letter),
the Minister too is involved.

The clean chit has been given by certifying that Reliance Communication through its
subsidiary Reliance Telecom never held more than 10% (9.9%) of equity shareholding of
Swan Telecom. It has also been certified that Reliance Communication or its subsidiary
Reliance Telecom did not hold any shares in Tiger Trustee, the company which held 90%
of the shares of Swan Telecom. It has been stated that preference shares is not capital but
more in the nature of debt and cannot be added to equity shares for the purpose of
computing the percentage shareholding.
The certificate of clean chit given to Reliance Communication and the ADAG group is
assailed on the following grounds and is to be seen as an act of cover up and corruption: .

1. Is it not true that the promoters of Reliance Communications held more than 66%
of the shares of the company throughout the period of the scam that is from 2/3/07
to 16/12/07? Kindly refer to the filings on the shareholding pattern of reliance
Communication with the National Stock Exchange.
2. Is not true that there are 11 individuals and 23 corporate bodies who have been
identified as the promoter group in the filings made with the NSE?
3. Is it not true that the UAS guideline provided “ No single company/ legal person
either directly or through associates shall have substantial equity holding in more
than one licensee company in the same service area…The ceiling for substantial
equity was notified at 10%..
4. Does the guideline mean that only the company cannot hold more than 10% in
another company or that the promoters of the company too cannot hold more than
10% of the shares in another company with a license. It definitely means the latter
because if it was the former then Tatas, Mittals and the Ambanis , not to forget the
Essars ( who incidently are in a similar Swan Telecom like situation) would float
companies by the dozens and corner as many licenses as possible.
5. Can the ROC and the Minister give a certificate that no money has been invested
directly or indirectly by the eleven individuals and the various shareholders of the
23 companies who promoted Reliance Communications ? Can they give a
certificate that Anil Ambani as the head of the ADAG group did not control Tiger
Trustee?
6. Is it not true that more than 90% ( 90.09% to be precise ) of the shares of Swan
Telecom were held by Tiger Trustee Pvt Ltd). Refer Auditors report for 31/3/07
and 313/08..
7. Is it not true that Swan Telecom was registered as Swan Capital Pvt Ltd, was
incorporated on 13/7/2006. One share was allotted to Himansu Agarwal and 4999
shares to Powersurfer Interactive ( India ) Private limited and that the address of
both the shareholders was Reliance Energy Centre, Santa Cruz ( East) Mumbai
 400055. In addition another 5,000 shares was subscribed by Reliance Energy
Management Services Private Limited with the same address. The persons signing
the Memorandum and Articles were all having the same address of Reliance
Energy Centre, Santa Cruz ( East) Mumbai 400055.
8. Can the Minister certify that the directors of Swan Telecom/Tiger Trustee who
were also directors in a large number of ADAG group of companies ( over thirty
companies) and that none of these companies in which directors are common
hold shares as promoters in Reliance Communication ?
If all the statements made above in the form of questions are true then the clean chit
given to Swan Telecom is an extension of the ongoing corruption in the 2G scam

The decision of the MoCA that the ADAG group had nothing to do with Swan
Telecom group is further assailed on the following grounds:

If the incorporation of Swan Telecom ( registered as Swan Capital ) with the registered
office address, the subscribers of the share capital and the directors of the company was
not sufficient evidence of the company being a 100% ADAG group company, then one
wonders what would be evidence?
Swan Telecom was a company, incorporated owned and controlled by the ADAG group.
It was among the various shell companies that the Reliance group keeps on forming for
multifarious activities depending on what is the requirement of the day. Most of them are
investment companies in which the ownership is to be layered so that the identity of the
true owner has to be concealed as India is the ultimate destination of hot money and
crony capitalism. It is the vehicle through which the political masters are bribed and
become part owners of the business they help to benefit through their illegal decision
making process.
It is because of this reason alone that these shell companies are formed and kept ready in
time of need. They can also be the vehicle of major frauds and bribes .
In fact transfer of Swan Telecom was the bribe paid for the license given to Reliance
Communications on 18/10/07 and it was transferred to the benami of the politicians on
the very same day.
This is how it happened :
Swan Capital was the original name at the time of incorporation and it’s name was
changed to Swan Telecom on 15/2/07 since the company was needed for the telecom
sector.
The company needed a capital on paper of over Rs1100 crores to comply with minimum
capital requirement norms for applying for license in the thirteen circles..

The GSM license for which application was made by Swan Telecom was not pan India
but for only those circles in which Reliance Communication did not have GSM license.
The application was made for thirteen circles as Reliance Communication had GSM
license for Bihar, Himmachal Pradesh, Kolkatta, Madhya Pradesh, Orissa, West Bengal.
The fact that licenses for only thirteen circles were applied for and that only those circles
in which Reliance had GSM license was excluded shows that the ADAG group was the
owner and in control of Swan Telecom through its proxy directors.

Second and more important, the company needed to have capital and reserves of over
1100 crores in the balance sheet to apply for the license for 13 circles, according to the
fee that was paid in 2001 in the bidding process for the fourth operator.

Whether the ADAG group clairvoyant powers of anticipating the future telecom policy
of A Raja of allotting licenses on 2001 prices on a first come first serve basis or were a
conspirator in dictating the policy can be decided by the quantum of investment made in
Swan Telecom and the circles for which the application made seven months before the
policy was announced .

The greater dilemma was to get 1100 crores in Swan Telecom and also not apparently
violate the licensing norms of an existing telecom company not owning more than 10%
of the shares in another telecom company.

The money was there in the public listed company Reliance Communication from where
it had to be re routed. It was not there in any of the privately held ADAG companies. The
old model of using money from the public listed company and retaining control off the
shares by privately held company was used. While 90% of the money was invested by a
subsidiary of Reliance Communication, a public listed company (1002 crores), a little
less than 10% of the shares of Swan Telecom were allotted to the ADAG group
subsidiary of Reliance Communication. This was done by Reliance Communication
subscribing to preference shares at 8% interest at an unimaginable premium of 99900%.
for an amount of Rs992 crores.

The rest of the shares 90% were allotted to a company registered on 20/6/06 as Tiger
Traded Private Limited which was rechristened as Tiger Trustee with the approval of the
Registrar of Companies. ( Will be referred to as Tiger Trustee to avoid confusion)

It is this company which in effect was the owner of Swan Telecom, which has been
ignored in the investigation by the MCA deliberately. In fact it is this company which is
at the root of the fraud and bribe giving. It is therefore not surprising that the Minister has
chosen to ignore the holding company of Swan Telecom - Tiger Trustee- while giving a
clean chit. The omission is deliberate, malafide and smacks of a quid pro quo.

Tiger Trustee registered address was Reliance Energy Centre, 3rd Floor, Santa Cruz
( East) Mumbai 400055. It had two directors Ashok Karyekar and Paresh Rathod. The
residential address of both the directors was Reliance Energy Quarters, Chembur. While
Ashish Karyekar held directorship in 13 companies of the ADAG group whose name
began with Reliance, Parash Rathod was a director in 12 ADAG companies.

The paid up capital of Tiger Trustee was one lac. The capital remained at one lac, till
17/10/07, that is well beyond the unrevised cut off date of 1/10/07 for applying for fresh
telecom ( UAV) license. Tiger Trustee owned 90% of the share capital of Swan Capital,
while contributing only 10% of the funds and the balance was contributed by the public
listed ADAG company Reliance Communication subsidiary.
Given the address of the holding company Tiger Trustee , the directors and their
addresses, the paid up capital of mere one lacc and fact that over 1000 crores of money
was siphoned off from the public listed company ( inspite of the so called independent
directors) into Swan Telecom to make it complaint with capital norms; can there be any
doubt that Swan Telecom was anything but a Anil Ambani Company?

If Anil Ambani was not the owner of Tiger Trustee then it has to be either the Congress
party ( or its nominee) or DMK or A Raja or some other leader of a major political party
who was the actual owners of Tiger Trustee which in turn owned Swan Telecom. This is
because Anil Ambani will invest 1000 crores either to benefit himself or the politicians
involved as crony capitalist.

None of the people involved in the cover up have answered the question as to who was
the owner of Tiger Trustee from 2/3/07, the date on which the application was filed to
18/10/07, the date on which pan-India license was given to Reliance Communication and
on which date the company Tiger Trustee was transferred to Balwa and Goenka for a
paltry investment of 4.99 crores? That was the bribe for the license given to Reliance
Communication on 18/10/07., one day before the policy was announced.

Bangalore A K Agrawal