SEBI Accepts Settlement in Insider Trading Case Linked to BF Investment Delisting
In a high-profile regulatory development, former Executive Director of Axis Capital Ashish Anup Nigam and his associate Nehal Milan Mehta have agreed to settle allegations of insider trading in the shares of BF Investment Limited by paying a combined sum of over ₹1.5 crore and voluntarily accepting a six-months debarment from the securities markets. The Securities and Exchange Board of India (SEBI) issued the settlement order on April 11, following an investigation that found both individuals were involved in trading based on Unpublished Price Sensitive Information (UPSI) ahead of a major delisting announcement.
Highlights:
Nigam and Mehta pay ₹55.9 lakh and ₹94 lakh respectively.
Six-months voluntary ban imposed on both individuals.
SEBI order dated April 11 confirms acceptance of settlement amounts on April 9.
Investigation covered September 2022 to March 2023.
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Case Background: BF Investment’s Voluntary Delisting as Trigger Event
The case revolves around the delisting announcement of BF Investment Limited, disclosed publicly on December 30, 2022. The announcement included an initial public communication from Axis Capital (Manager to the Offer) on behalf of the Acquirer Group, which comprised DGM Realities Private Limited, Ajinkya Investment and Trading Company, and Sundaram Trading and Investment Private Limited—all part of the promoter and promoter group of BF Investment.
This move intended to:
Acquire all public shareholders’ equity in BF Investment.
Voluntarily delist BF Investment’s shares from the NSE and BSE.
SEBI determined that this information qualified as UPSI under Regulation 2(1)(n)(iv) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The regulator pegged the UPSI period as December 4, 2022 to December 30, 2022, during which trading based on the unpublished delisting information allegedly occurred.
Highlights:
Delisting announcement was made public on December 30, 2022.
UPSI period identified as December 4 to December 30, 2022.
Delisting involved major promoter group companies and Axis Capital as advisor.
Allegations and Findings: UPSI Communication, Targeted Trading Confirmed
SEBI’s investigation revealed that Ashish Nigam, by virtue of his role as Executive Director at Axis Capital, had access to the delisting-related UPSI and allegedly passed it on to Mehta, who subsequently engaged in trading in BF Investment shares.
The findings emphasized that:
Nigam and Mehta were in constant communication during the UPSI window.
Mehta did not trade in any equity segment shares during the pre-UPSI phase (September 4 to December 3, 2022).
During the UPSI period, Mehta traded exclusively in BF Investment shares.
In the post-UPSI phase, Mehta’s trades were over 92% concentrated in BF Investment, suggesting strategic positioning based on insider knowledge.
This pattern of trading behavior was central to SEBI’s determination that insider trading had occurred, violating provisions under the SEBI (Prohibition of Insider Trading) Regulations, 2015.
Highlights:
Constant communication between Nigam and Mehta during UPSI window.
No trades by Mehta during pre-UPSI period.
92.1% of post-UPSI trades focused on BF Investment stock.
Voluntary Settlement: Monetary Penalties and Six-Months Market Debarment
After receiving SEBI’s show-cause notice, both Nigam and Mehta applied for a settlement without admitting or denying guilt, as allowed under SEBI’s consent and settlement mechanism. The applications were filed in November 2024, and SEBI’s internal committee approved the settlement on receipt of payment confirmations on April 9, 2025.
As part of the settlement:
Ashish Anup Nigam paid ₹55.9 lakh.
Nehal Milan Mehta paid ₹94 lakh.
Both agreed to a voluntary debarment of six months from participating in the Indian securities market.
This resolution allows SEBI to close the matter without engaging in prolonged litigation, while also reinforcing the importance of strict compliance with insider trading regulations.
Highlights:
Total settlement value exceeds ₹1.5 crore.
Voluntary six-months debarment accepted.
Proceedings settled without admission or denial of wrongdoing.
