Two years after SEBI accused real estate developer Omaxe Limited of running roughly Rs 647 crore through a series of related-party transactions it called fraudulent, the Securities Appellate Tribunal has had its say, and it did not mince words. The tribunal dismissed Omaxe's appeal in full, describing the transactions under scrutiny as a series of fraudulent 'make believe' financial transactions.
The appeal challenged a SEBI order dated 30 July 2024 that had barred Omaxe Limited, its chairman Rohtas Goel, managing director Mohit Goel, and several other noticees from accessing the securities market for two years. The SEBI order went further than a market ban alone: it also prohibited the individual noticees covered by the order from serving as directors or key managerial personnel of any listed company, and it imposed monetary penalties on top of both restrictions.
SEBI's underlying finding was that Omaxe had engaged in round-tripping, cycling roughly Rs 647 crore through transactions structured to look legitimate on paper but lacking any genuine commercial substance. The tribunal's own language leaves little doubt about how it read the evidence. According to LiveLaw Biz's report of the order, the bench held that the alleged violation of the Prohibition of Fraudulent and Unfair Trade Practices Regulations was, in its words, largely writ on the face of each transaction, and it went on to reject Omaxe's separate plea for a more lenient view on the monetary penalties imposed.
The appeal had a longer history than its final outcome suggests. Back in October 2024, the tribunal had granted Omaxe interim relief, staying the market-ban directions on condition that the company deposit the penalty amount within four weeks. That stay kept Omaxe's chairman and managing director able to continue functioning in their roles while the appeal ran its course. The September 2026 dismissal brings that interim protection to an end, restoring SEBI's original two-year ban and director disqualification in full force.
Markets did not treat the ruling as the setback its headline suggests it should be. Univest reported that Omaxe's share price actually rose nearly 5 percent to around Rs 132 on the day the dismissal was announced, a reaction that suggests investors had already priced in an adverse outcome, or were reading the tribunal's finality on a two-year-old dispute as a form of closure rather than fresh bad news.
Omaxe has said it is evaluating the order and its available legal remedies, which would ordinarily mean an appeal to the Supreme Court given the tribunal's statutory position in the securities appellate structure. Unless and until such an appeal succeeds, the company's chairman, managing director, and the other named individuals remain barred from the securities market and from serving as directors or key managerial personnel anywhere in the listed company universe for the duration of the ban SEBI originally imposed.
For corporate governance watchers and SEBI enforcement practice generally, the tribunal's blunt characterisation of the transactions as 'make believe' matters beyond this one company. SAT has shown, in recent dismissals, a willingness to use plain, unsparing language when it finds a PFUTP violation genuinely borne out by the transactional record, rather than hedging its findings in the more cautious phrasing tribunals sometimes default to. Promoters and related parties structuring intra-group transactions would do well to treat that tone as a signal of how closely SAT is prepared to scrutinise substance over form when SEBI alleges round-tripping.
The two-year gap between SEBI's original order and the tribunal's final word also illustrates how long a market ban can effectively stay suspended through interim relief while an appeal runs its course. Omaxe's leadership continued functioning in their corporate roles for nearly two years under the October 2024 stay, only for that protection to evaporate the moment the tribunal ruled against them on the merits. Companies relying on an interim stay to keep management in place should treat that protection as provisional rather than a sign the underlying appeal is likely to succeed, since the two outcomes track separately and a stay granted on procedural terms carries no prediction about the final result.