Nature of the Event

The disclosure concerns the receipt of a SEBI Adjudication Order imposing monetary penalties on the company and its erstwhile promoters for violations of SEBI regulations.

Key Quantitative Figures

  • Penalty on Company: ₹5,00,000 (Rupees Five Lakh Only) levied under Section 15HB of the SEBI Act, 1992
  • Penalty on Promoters: ₹8,00,000 (Rupees Eight Lakh Only) levied jointly and severally on 16 noticees (Vora family members and entities) under Section 15A(b) of SEBI Act, 1992
  • Date of Order Receipt: October 30, 2026 via email

Details of Violations

The Adjudication Order addresses alleged violations in two categories:

Company Violations (LODR Regulations):

  • Violation of Regulation 31(1)(b) read with Regulation 4(1)(e) - Filing incorrect shareholding patterns
  • Violation of Regulation 31A(2) read with Regulations 4(1)(g) and 4(1)(h) - Not adhering to reclassification procedure
  • Violation of Regulation 31A(8)(c) - Non-disclosure of material events
  • Violation of Regulation 31A(7)(c) - Failure to disclose reclassification events
  • Violation of Regulation 31A(6)(a) - Failure to classify inheritors as promoters
  • Violation of Regulation 4(1)(c) - Misrepresentation of facts

Specific instances include:

  • Incorrect classification of Mr. Abhay J. Vora (from public to promoter without approval) from March 2016 to September 2020
  • Failure to classify Aashka Vadalia and Zarna Dhruv as promoters after inheritance (December 2020 to June 2023)
  • Unauthorized reclassification of Haresh D. Shah and Heena H. Shah from promoters to public (March 2016 onward)

Promoter Violations (SAST Regulations):

  • Violation of Regulation 29(1) and 29(2) - Failure to make timely disclosures of share acquisitions

Specific delayed disclosures:

  • Transaction dated March 29, 2016: 1,30,000 shares (4.08% acquisition) - 2 days delay
  • Transaction dated March 30, 2019: 1,45,000 shares (5.03% acquisition) - 1,763 days delay
  • Transaction dated December 30, 2020: Multiple transmissions totaling approximately 2.83 lakh shares - 1,123 days delay

Financial Impact

As per the Share Purchase Agreement dated February 12, 2024, and the latest Undertaking dated May 22, 2026, any liability arising from such pre-acquisition matters shall be borne by the erstwhile Promoters (Vora family). There shall be no impact on financial, operation or other activities of the listed entity, quantifiable in monetary terms.

Explanation for Disclosure Delay

The delay in filing this disclosure occurred due to a technical issue with the BSE Listing Portal where the OTP required for logging into the portal was not being generated, preventing timely access to complete the requisite filing within 24 hours of email receipt. The delay was purely technical and unintentional.

Parties Involved

Noticee 1: Integra Switchgear Limited (AAACI4316G)

Noticees 2-17: Mayurbhai Jamnadas Vora, Deepak Jamnadas Vora, Pankaj Jamnadas Vora, Deepak Jamnadas Vora HUF, Mayur Jamnadas Vora HUF, Anuja Mayur Vora, Pratibha Deepak Vora, Jairaj Deepak Vora, Mayuri Pankaj Vora, Varangi Deepak Vora, Harsha Mayur Vora, Aashka Sanket Vadalia, Bimal Switchgear Private Limited, Zarna Yogesh Dhruv, Ashna Mayur Vora, Ateet Abhay Vora

Background

The proceedings arose from scrutiny of a Draft Letter of Offer filed by Northvale Capital Partners Private Limited in June 2024 for acquisition of 7,49,216 equity shares of the company. SEBI examination revealed historical shareholding classification issues and disclosure delays.

Compliance Officer

Rehanabibi Rijwan Kudalkar, Compliance Officer of Integra Switchgear Limited, signed the disclosure document digitally on November 3, 2026.