Jio-Facebook deal: SC dismisses RIL’s plea against SAT decision to uphold SEBI penalty

Reliance Industries Fined ₹30 Lakh for Delayed Clarification on Jio-Facebook Deal

The Supreme Court has dismissed an appeal by Reliance Industries Ltd and two others against a Securities Appellate Tribunal (SAT) decision to uphold a penalty imposed by the Securities Exchange Board of India (SEBI) for not making a prompt clarification in the stock exchange about the Jio-Facebook deal.

SEBI Penalty Upheld: In June 2022, SEBI had imposed a combined penalty of ₹30 lakh on Reliance Industries Ltd (RIL) and two individuals, Savithri Parekh and K Sethuraman, for not clarifying to the stock exchange about the Jio-Facebook deal in time.

Background:

• SEBI had stated that RIL violated Principle 4 of Schedule A of the Prohibition of Insider Trading (PIT) Regulations.
• RIL argued that nothing was finalised at the time.
• However, the court responded that the company should have at least put out that information.

Justices' Observations:

• Chief Justice Surya Kant observed, “If you are a big entity, the onus on you is bigger. You must meticulously comply with the principles.”
• He further observed, “You could have said on one line nothing has been finalised.”
• CJI also stated, “The moment the news came out and it was known in the market that Facebook is making such a huge investment, is it not correct that you should have immediately reacted? You were the best person to confirm or deny the speculation.”

Listing Obligations and Disclosure Requirements: Under the LODR rules, a listed company may on its own initiative confirm or deny any reported event or information to stock exchanges.

SAT Decision Upheld: The SEBI had held the petitioners liable for the violation of the principles of fair disclosure of unpublished price sensitive information (UPSI) under the LODR regulations. The SAT had upheld the SEBI penalty in May this year.