SC dismisses Reliance’s plea against Rs 30 lakh fine imposed by Sebi over ‘delay’ in disclosing Jio-Facebook deal

Sebi Upholds Penalty on RIL and Compliance Officers

The Securities and Exchange Board of India (Sebi) has dismissed an appeal challenging a May 2, 2025, Securities Appellate Tribunal (SAT) order upholding Sebi's decision to impose a penalty on Reliance Industries (RIL) and its compliance officers, Savithri Parekh and K Sethuraman.

The penalty was imposed under Section 15I of the Sebi Act for violation of principle No. 4 of Schedule A read with Regulation 8(1) of the Sebi (Prohibition of Insider Trading or PIT) Regulations, 2015 read with Regulation 30(11) of the Sebi (Listing Obligations and Disclosure Requirements or LODR) Regulations, 2015.

Background of the Case

• RIL and Facebook Inc. were engaged in preliminary discussions of investments by Facebook in Jio Platforms Limited (JPL), a subsidiary of RIL.
• RIL and Facebook executed a confidentiality and non-disclosure agreement on September 30, 2019, and a non-binding term-sheet on March 4, 2020.

Incident of Insider Trading

On March 24, 2020, several news outlets, including the Financial Times, London, and Reuters, published articles stating that Facebook was close to signing a preliminary deal for a 10% share in Reliance Jio.

• The articles were then published by other Indian media houses on the same day and the next day.
• Some of these articles reported that RIL had declined to comment on the matter.

Lack of Disclosure

RIL informed the stock exchanges about the Jio-Facebook deal on April 22, 2020, after the Board of Directors of RIL and JPL approved the execution of the transaction documents on April 18, 2020.

• Sebi issued a show-cause notice on December 22, 2021, for the alleged violations of PIT and LODR Regulations.
• The penalty was imposed under Section 15I of the Sebi Act for violation of principle No. 4 of Schedule A read with Regulation 8(1) of the Sebi (Prohibition of Insider Trading or PIT) Regulations, 2015 read with Regulation 30(11) of the Sebi (Listing Obligations and Disclosure Requirements or LODR) Regulations, 2015.

Regulations Violated

Regulation 30(11) of LODR Regulations says the listed entity may, on its initiative also, confirm or deny any reported event or information to the stock exchange.

• Principle No. 4 calls for "prompt dissemination of unpublished price sensitive information that gets disclosed selectively, inadvertently or otherwise to make such information generally available" by listed companies.

Conclusion

Sebi has upheld the penalty on RIL and its compliance officers, Savithri Parekh and K Sethuraman, for alleged violations of PIT and LODR Regulations.