| Further documents
proving the alleged fraud :
The following very important
document shows that all were aware that any transaction
on behalf of the company would require duly signed
Board Resolution by all directors and hence a resolution
having names of all the Directors was sent for Mr.Rajeev
Sawhney’s signature and the same was never signed.
A confirmation mail from the escrow agents clearly
states to stop the process of the completion of the
alleged fraudulent transaction as this alleged fraud
was not acceptable to the Shareholders and Directors
of Vmoksha Technologies.
From the inception of entering into agreements
Helios and Matheson Information Technology Ltd - Chennai,
had no intention of paying the consideration.
On 28th June 2005, After Pawan Kumar having singly
signed the forged documents in connivance with State
Bank of Mauritius and The Chairman and the Managing
Director of Helios and Mathesons Information Technology
Ltd. Opened an alleged fraudulent account with SBM
- Mauritius and got the loan amount credited on personal
guarantees of The Chairman Ramachandiran and Managing
Director G.K. Muralikrishna.
SBM – Mauritius then took a pledge / lien
letter from Helios and Mathesons on the funds that
SBM-Mauritius remitted to M/s Helios and Mathesons
Information Technology Ltd – account with their
( SBM ) branch in Chennai.
After having committed the alleged fraud, Pawan Kumar
in connivance with Helios and Mathesons and The State
Bank of Mauritius sent an E-mail through his assistant
/ CFO, Mr. M. Srikrishna to PWC – “ The
escrow agents”, requesting them to make Mr.
Rajeev Sawhney agree for the loan and for opening
of the account.
Original Message
-----
From: <Srikrishna@Vmoksha.com>
To: <puneet.kinra@in.pwc.com>; <n.v.sivakumar@in.pwc.com>;
"Rajeev Sawhney" <rsawhney@batelco.com.bh>
Cc: <venkateshd@Vmoksha.com>
Sent: Tuesday, June 28, 2005 3:56 PM
Subject: Resolutions requiring signature
Puneet,
As discussed, please find attached the resolutions
requiring signature of
Mr. Rajeev Sawhney. These are resolutions to
facilitate payment of the
purchase consideration through the State Bank
of Mauritius as per the
procedures finalized.
Please get the signed copy sent to me at the
earliest.
(See attached file: Resolution-FCY
Loans_28 June 2005.doc)
Thanks and regards,
M Srikrishna
Chief Finance Officer
Vmoksha Technologies - A SEI CMMi Level 5 Company
6th Floor, 'C' Corporate Tower, Diamond District,
Airport Road,
Bangalore -
560 008
Tel: +91 - 80 - 2505 3500
Fax: +91 - 80 - 2520 1482
| Contents
of Resolution-FCY Loans_28 June 2005.doc |
Vmoksha
Technologies Ltd.
3rd Floor, Les Cascades, Edith Cavell Street,
Port Louis, Mauritius
Tel: (230) 211 2000 Fax: (230) 211 1000
Written Resolution
of the Board of Directors dated 28 June
2005
We, the undersigned,
being the Directors of Vmoksha Technologies
Ltd (the "Company"), hereby
note:
1. Opening of
Bank Account with State Bank of Mauritius
RESOLVED THAT:
The company opens a Bank account with
State Bank of Mauritius Ltd. and that
the directors listed below be authorized
to sign all cheques, negotiable instruments
and deed on behalf of the company:
- Singly by Mr. Pawan Kumar
2. Availing
of Short Term Loan
RESOLVED THAT
(a) the Company do hereby
avail from State Bank of Mauritius Ltd
of Port Louis, a short term Loan of USD
13.5 million, against:
- Demand Promissory
Note and Loan Agreement, supported by
Board Resolution of Vmoksha Technologies
Ltd under appropriate power to borrow
- Lien letter
for pledge of proceeds by Helios and
Matheson Information Technology Ltd
- Personal Guarantee
of Mr. V Ramachandiran, Chairman and
Mr. G. K Muralikrishna, Managing Director
of Helios and Matheson Information Technology
Ltd
(b)
the Company subscribes to all such documents
necessary to secure the said term loan,
such security and charge to remain as
a continuing security in respect of all
sums thereafter due by the Company to
the Bank immaterial of the origin of the
debt and immaterial of the fact that the
original sum borrowed may have in the
meantime been repaid and discharged.
Mr. Pawan Kumar be and
is appointed to enter into, make, sign,
execute, perform and do all such deeds
and agreements necessary for the creation
of the aforesaid floating charge and all
that may be necessary in this regard.
UNDERLYING RATIONALE
FOR THE WRITTEN RESOLUTIONS:
a.
The Approval of the Board had been accorded
at the meeting held on 19th May, 2005
with regard to Sale of Vmoksha Technologies
Private Limited, Vmoksha Technologies
Pte Limited and Vmoksha Technologies Inc.
to Helios and Matheson Information Technology
Limited and the Board had authorized Director(s)
to enter into SPA, Agreement(s) and Deed(s)
as required to comply in this regard.
b.
Further, to duly comply with above mentioned
transaction in Clause (a) above, the Board
hereby recommends to open an Account with
State Bank of Mauritius and to avail a
Short term Loan of 13.5 million USD. Therefore,
the Board is required to adopt and approve
the above said Resolution Nos. 1 and 2
by WRITTEN RESOLUTION(S), to comply with
the transaction at the earliest.
| PAWAN KUMAR |
RAJEEV SAWHNEY |
| COULDIP LALA |
RUBINA TOORAWA |
|
|
Mr. Rajeev Sawhney refused to do so, As per
mail confirmation sent on his behalf by Mr. Puneet Kinra
of PWC - “ The Escrow Agent”
Original Message
-----
From: puneet.kinra@in.pwc.com
To: Srikrishna@Vmoksha.com
Cc: arunkumar.bs@in.pwc.com; n.v.sivakumar@in.pwc.com;
venkateshd@Vmoksha.com; pawan@Vmoksha.com; ifs@intnet.mu;
rajeevsawhney@airtel.blackberry.com ; rsawhney@batelco.com.bh
Sent: Wednesday, June 29, 2005 2:12 PM
Subject: Transaction- KIND ATTENTION Akshar
Maherally, Rubina Toorawa, Couldip Lala
Dear Srikrishna,
As instructed by Mr. Sawhney
and with reference to the notice recieved by
us from him by fax today, Mr. Sawhney would
like to put on hold the process for completion
of the transaction with Helios and Matheson
until further notice.
Mr. Sawhney would be issuing
a legal notice to all parties next week for
the same.
Best regards
Puneet |
(The above email is a confirmation sent by Mr. Puneet
Kinra of PWC dated 29th June 2005 to hold the process
of completion of this alleged fraudulent transaction
by Pawan Kumar in connivance with Helios and Matheson
and The State Bank of Mauritius )
In spite of the above email sent on behalf of Mr.
Sawhney by Mr. Puneet Kinra of PWC - “The Escrow
agents” to hold the process. Pawan Kumar, State
Bank of Mauritius and M/s Helios and Matheson Information
Technology Ltd – Chennai still went ahead in
committing the alleged fraud and further on 30th June
2005 still transferred back the funds from their account
with The State Bank of Mauritius-Chennai branch in
which they had received from SBM - Mauritius.
The funds were credited to the alleged fraudulent
account that was opened in the name of “ Vmoksha
Technologies Ltd - Mauritius “ with The State
Bank of Mauritius - Mauritius by which the loan got
repaid.
M/s Helios and Matheson Information Technology Ltd
now portray the same to be the consideration for the
purchase of the share holdings of the Vmoksha Group
of Companies as per the Sale Purchase Agreement.
Mr. Sawhney was induced many times to accept the
alleged fraud committed by the M/s Helios and Matheson
Information Technology Ltd, Pawan Kumar and State
Bank of Mauritius
Mr. Sawhney tried to make further inquiries with
Pawan Kumar and the escrow agents.
However he was not given access to any documents or
information about the affairs of the Company, and
how the deep-rooted conspiracy had been hatched by
M/s Helios and Matheson Information Technology Ltd
to defraud Vmokhsa company and Mr. Sawhney. Since
Mr. Sawhney was an NRI and Pawan Kumar was in physical
control of the administration of the company.
Mr. Sawhney thereafter wrote to various persons
and on making detailed enquiry came to know that a
deep-rooted conspiracy had been hatched by the Helios
and Matheson Information Technology – Chennai
in connivance with The State Bank of Mauritius- Chennai/Mumbai/Mauritius
to defraud the Vmoksha company and Mr. Sawhney. The
facts were revealed which clearly show the manner
in which the conspiracy was executed. Most of the
said information and documents have been discovered
after the exit of Pawan Kumar on 28th January 2006.
|
