New Delhi: The ministry of corporate affairs has imposed penalties on Gurgaon-based Leixir Resources, a dental solutions company with investment from private equity investor Comvest, and the Indian company’s directors for not disclosing the “significant beneficial ownership” as the investment was routed in multiple layers.
The move could set a precedent as other similar investments are also being scanned by govt.The company argued that there was no significant beneficial ownership, which has to be disclosed under Indian Companies Act as part of the govt’s move to lift the corporate veil. In an order issued on Monday, the registrar of companies for Delhi and Haryana concluded that that at the top of the hierarchy Comvest Leixir Holdings LLC was almost entirely held by Comvest Investment Partners V LP (54.3% holding) and Comvest Investment Partners V-A LP (the remaining 45.5%). Given that the general partner under Delaware law had unlimited liability, body corporates were appointed as general partners, to limit the liability. Even the investment manager was not an individual, RoC found.
It concluded that the CEO of the investment company should be designated SBO. It relied on a filing with the SEC to conclude that Michael Falk is the SBO.
The move could set a precedent as other similar investments are also being scanned by govt.The company argued that there was no significant beneficial ownership, which has to be disclosed under Indian Companies Act as part of the govt’s move to lift the corporate veil. In an order issued on Monday, the registrar of companies for Delhi and Haryana concluded that that at the top of the hierarchy Comvest Leixir Holdings LLC was almost entirely held by Comvest Investment Partners V LP (54.3% holding) and Comvest Investment Partners V-A LP (the remaining 45.5%). Given that the general partner under Delaware law had unlimited liability, body corporates were appointed as general partners, to limit the liability. Even the investment manager was not an individual, RoC found.
It concluded that the CEO of the investment company should be designated SBO. It relied on a filing with the SEC to conclude that Michael Falk is the SBO.