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IA No 63652 of 2021 in Civil Appeal No 13301 of 2015 1 The directions which have been sought by SEBI in the IA are in the following terms:

“(a) …an order vacating the common order dated 26.03.2021 passed by the SAT in Appeal Nos 161 and 162 of 2021;
(b) …an order staying all further proceedings in Appeal No.161/2021 and Appeal No.162/2021 filed by the Respondents herein before the Securities Appellate Tribunal, Mumbai;”

2 The above directions have been sought by SEBI in view of an order dated 26 March 2021 of the Securities Appellate Tribunal1. By its order, SAT, entertained Miscellaneous Applications 324-325 of 2021 and 326-327 of 2021 in appeals 1“SAT” filed by Unicorn Infra Projects and Estates Private Limited 2 and DDPL Global Infrastructure Private Limited3 and directed that the attachment order issued by SEBI on 1 March 2021 shall remain in abeyance. Both the appellants before SAT – Unicorn and DDPL – were permitted to operate their accounts and to incur expenditure for the “smooth running of the business”. An undertaking was furnished before SAT to the effect that the moneys which are lying in specified bank accounts would, upon de-freezing/lifting of the attachment imposed by SEBI, be used for meeting the company’s expenses and payments in the ordinary course of business, until the appeals are disposed of by SAT. 3 The genesis of these proceedings traces back to an order dated 2 February 2016 of this Court, by which a Committee chaired by Justice R M Lodha, former Chief Justice of India was constituted for disposing of the land parcels of PACL in order that the sale proceedings could be utilized for the payment of investors. Without dwelling in detail on the factual background, it would suffice to note that SEBI, by an order dated 22 August 2014, concluded that PACL had mobilized an amount of Rs 49,100 crores from investors under a collective investment scheme without registration and in violation of the SEBI (Collective Investment Schemes) Regulations 1999. The order passed by SEBI on 22 August 2014 was affirmed by SAT on 12 August 2015 following which multiple appeals were filed before this Court, resulting in the order dated 2 February 2016. 4 The order dated 2 February 2016 makes it abundant clear that SEBI was entrusted with certain functions in pursuance of the directions issued by this Court under Article 142 of the Constitution. This was in order to protect the interests of the investors impacted by collective acts of defrauding them by PACL and its Directors, promoters, group companies and related persons and entities. . The functions which SEBI has been called upon to perform emanate 2“Unicorn” 3“DDPL” from the directions of this Court. Independently, SEBI, as a statutory body under the Securities and Exchange Board of India Act 1992 4, is invested with statutory duties, obligations and functions, but, it needs to be emphasized that the functions which are being discharged by SEBI are in the context of an entrustment by this Court in the interests of the body of investors. This is also evident from the fact that besides the Chairperson of the Committee, the other members of the Committee include: (i) the Whole Time Member, SEBI; (ii) the Executive Director, SEBI; and (iii) the General Manager, SEBI, who is to act as a Nodal Officer cum Secretary of the Committee. As a matter of fact, the injunction issued by this Court on 2 May 2016, restraining any other civil authority or forum from entertaining any suit, proceeding or claim pertaining to PACL or its directors, promoters, group entities, group companies, individuals, etc., is in order to ensure that proceedings are not instituted before any other forum to overreach or defeat the assumption of jurisdiction by this Court. The relief which was granted by this Court was in terms of the following prayer:

“(a) pass an order directing that no Civil Court or other Authority or Forum shall entertain any suit or other proceeding in respect of any claim or related matter(s) pertaining to PACL Ltd. And/or its Directors/Promoters/Group Companies/ entities/ individuals etc., arraying therein as parties/Defendants/Respondents the Justice (Retd.) R.M. Lodha Committee (in the matter of PACL Ltd.), and/or its Chairman and/or its Members and/or the Securities and Exchange Board of India and further no injunction shall be granted by any Court or other Authority or Forum in respect of any action taken or to be taken by the Justice (Retd.) R.M. Lodha Committee (in the matter of PACL Ltd.) and/or its Chairman and/or its Members and/or the Securities and Exchange Board of India, with respect to claims and/or matter(s) relating to investments/deposits etc. in/with PACL Ltd. or its Directors/Promoters/Group Companies/Entities/Individuals etc.;”
25. It may be noted that NSB which had shareholding in DDPL after Systematix investment and in Unicorn prior to Systematix investment was company of Mr. Prateek Kumar who sold/transferred 80% stake in NSB to PACL later on.
26. As per PACL Ltd.'s letter dated 30th September, 2016, PACL had transferred around Rs. 1500 Crores to Mr. Prateek Kumar and Prateek Kumar had entered a Definitive Agreement for Settlement with PACL on 2 nd October, 2013. As per statement of one of the Directors of PACL, Mr. Prateek Kumar used to procure land for PACL.
d. Systematix invested Rs. 111.03 Crore in equity shares and OFCD of DDPL and Unicorn, who were also associates of PACL.
e. That investment made by the Systematix in DDP Land Unicorn by Scheme-I of Systematix was used to acquire stake of PACL and its front in DDPL and Unicorn, i.e. the money of investors which the PACL and its associated companies have invested in the Systematix was used to purchase the securities of DDPL and Unicorn held by PACL and its associated and front entities. Thus, the money was routed back to PACL and its associated entities. Therefore, it was concluded that Scheme-I of Systematix was merely a conduit to transfer funds of PACL back to PACL.