SEBI alleges promoter concealed RBI actions in Vishvaraj IPO

This order addresses SEBI's investigation into the Initial Public Offering (IPO) of Vishvaraj Environment Limited, specifically examining whether material information regarding regulatory violations by its promoter, Premier Financial Services Private Limited (PFSPL), was concealed in the Draft Red Herring Prospectus (DRHP).

Vishvaraj Environment Limited (Issuer), JM Financial Limited, Axis Capital Limited, DAM Capital Advisors Limited (Merchant Bankers), and Premier Financial Services Private Limited (Promoter/Selling Shareholder).

• SEBI alleged that the Noticees willfully concealed material information about RBI supervisory actions against PFSPL in the DRHP.
• SEBI alleged violations of Regulation 24 of the ICDR Regulations, 2018, and the SEBI (Framework for Rejection of Draft Offer Documents) Order 2012.
• The proposed IPO size was up to ₹2,250 Crore, comprising a fresh issue of ₹1,250 Crore and an Offer for Sale of ₹1,000 Crore by PFSPL.
• RBI initially reported violations including unauthorized change in management, failure to categorize as NBFC-Middle Layer, and unapproved shift of registered office.
• RBI subsequently confirmed to SEBI (via email dated Feb 20, 2026) that all previously observed violations had been regularized and records shifted to Mumbai RO.
• The Noticees denied allegations, stating the lapses were procedural and that Merchant Bankers had no knowledge of the non-compliances.

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