SEBI Disposes Adjudication Proceedings Against Mawana Sugars Executives

The Securities and Exchange Board of India (SEBI) has officially disposed of adjudication proceedings against former executives of Mawana Sugars without imposing any monetary penalty. The market regulator concluded that the alleged violations were not established against the individuals involved.

SEBI's Official Decision

SEBI's Adjudication Officer, through an order dated December 17, 2025, disposed of the show cause notices issued to three executives without any financial penalties. The regulator observed that the alleged violations were not established against the noticees, providing complete resolution of the regulatory matter.

Executive Details:	Allegations
Mr. Anil Arora (Ex-CFO):	Violation of Regulation 3(1) of SEBI PIT Regulations, 2015 and Section 12A(e) of SEBI Act, 1992
Mr. Bharat Bhushan Mehta (Ex-CFO):	Violation of Regulation 3(1) of SEBI PIT Regulations, 2015 and Section 12A(e) of SEBI Act, 1992
Mr. Ashok Kumar Shukla (Company Secretary):	Violation of Code of Fair Disclosure and Regulation 9(3) of SEBI PIT Regulations, 2015

Regulatory Background

The proceedings originated from show cause notices issued by SEBI, with the company initially disclosing the matter in September 2023. The allegations primarily centered around violations of SEBI's Prohibition of Insider Trading (PIT) Regulations and fair disclosure practices.

Resolution Impact

The disposal of these proceedings removes regulatory uncertainty that had been associated with the company since the initial show cause notices. With SEBI formally concluding that violations were not established, Mawana Sugars can operate without the burden of ongoing regulatory proceedings.

Regulatory Summary:	Details
Order Date:	December 17, 2025
Disclosure Date:	December 18, 2025
Monetary Penalty:	None imposed
Resolution Status:	Complete disposal
Finding:	Alleged violations not established

Business Implications

The favorable resolution provides regulatory clarity for Mawana Sugars, allowing the sugar company to focus entirely on its core business operations. This outcome demonstrates that the regulatory scrutiny has concluded without adverse financial or reputational consequences for the individuals or the company.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-2.04%	+1.15%	+0.91%	-16.55%	-14.66%	+139.20%

Mawana Sugars Limited has received a significant regulatory approval from the National Company Law Tribunal (NCLT) for its proposed amalgamation with wholly-owned subsidiary Mawana Foods Private Limited. The NCLT New Delhi Bench issued an order on December 18, 2025, allowing the company's first motion application for the scheme of amalgamation.

NCLT Order Details

Parameter	Details
Order Date	December 18, 2025
Tribunal	NCLT New Delhi Bench
Case Number	CA(CAA) No.-80/(ND)/2025
Transferor Company	Mawana Foods Private Limited
Transferee Company	Mawana Sugars Limited
Appointed Date	April 1, 2025

Meeting Requirements and Dispensations

The NCLT has directed specific actions for both companies involved in the amalgamation. For Mawana Foods Private Limited (transferor company), meetings have been dispensed with due to unanimous consent from stakeholders.

Stakeholder Category	Action Required
Equity Shareholders (2)	Meeting dispensed - 100% consent obtained
Secured Creditors	No meeting required - nil creditors
Unsecured Creditors (16)	Meeting dispensed - 93.78% consent obtained

Shareholder and Creditor Meetings for Mawana Sugars

For Mawana Sugars Limited (transferee company), the NCLT has mandated meetings for equity shareholders and unsecured creditors to consider and approve the proposed scheme.

Meeting Type	Participants	Status
Equity Shareholders	56,107 shareholders	Meeting required
Secured Creditors (2)	98.23% debt holder consented	Meeting dispensed
Unsecured Creditors	586 creditors	Meeting required

Appointed Officials and Procedures

The tribunal has appointed key officials to oversee the meeting process. Adv. Aditya Dewan has been designated as Chairperson for the meetings, while Adv. Sameer Ali will serve as Scrutinizer. The chairperson fee is set at ₹1.50 lakh, with the scrutinizer receiving ₹50,000 plus incidental expenses.

Notices for the meetings must be issued at least 30 days in advance, with publication requirements in Business Standard (English and Hindi, Delhi editions). The company must also publish notices on its website along with the proposed scheme details.

Previous Tax Matter Context

Earlier, the company had received a tax demand notice of ₹1.57 crore from Nagar Palika Parishad, Mawana, covering house tax and water tax for financial years 2018-19 to 2024-25, with a payment deadline of March 2026 and potential 20% surcharge for delays.

Regulatory Compliance

This disclosure has been made under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, demonstrating the company's commitment to transparent stakeholder communication regarding material corporate developments.