No profit does not negate insider trading charge: SC

New Delhi: The Supreme Court Tuesday held that a person holding unpublished price sensitive information (UPSI) of a company and trading in its shares at the relevant time is breaching insider trading laws, irrespective of whether he has made less or no profit.

The top court Tuesday set aside a Securities Appellate Tribunal (SAT) order that had exonerated Tara Jewels chairman and managing director Rajeev Vasant Sheth and his promoter daughters from insider trading charges. A bench of Justice Sanjay Karol and Justice Nongmeikapam Kotiswar Singh said that it was not in dispute that Sheth and his daughters were in possession of UPSI and they had sold off large portions or the entirety of their shareholding in the company while in possession of such information.

The court said that Regulation 4(1) of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, creates a presumption that trades made while an insider possesses UPSI are motivated by that information. "The fact that the respondents (Sheths) had indulged in the trades at the relevant point in time is sufficient to conclude that they had conducted insider trading. Less or no profit, is of no consequence," it said, while upholding SEBI's disgorgement order and imposition of penalties.


However, the court reduced the penalty imposed on Rajeev from ₹25 lakh to ₹10 lakh.

Tara Jewels was traded on the Bombay Stock Exchange and National Stock Exchange. It entered the liquidation process in 2019 by an order of the National Company Law Tribunal. The company recorded a net loss of ₹166.80 crore for the quarter ending September 2017, compared with a loss of ₹6.62 crore in the previous quarter. Its net sales also fell by around 69%.