The Securities Appellate Tribunal (SAT) has issued a significant directive to Linde India Limited, mandating a fresh valuation of the company’s affairs through a newly appointed SEBI-registered valuer. The decision comes amidst ongoing proceedings in Appeal No. 527 of 2024, initiated by the company itself. The tribunal's interim order, dated 23 April 2025, outlines a comprehensive framework under which the valuation is to be conducted, ensuring procedural integrity and confidentiality.

Background of the Dispute and Tribunal’s Involvement

Linde India, a prominent player in the industrial gases sector, has been navigating regulatory scrutiny linked to valuation procedures. As part of the appeal process, the company challenged previous developments, leading SAT to intervene and reassess the process.

The tribunal responded by appointing Mr. Khemani, a SEBI-registered valuer, replacing M M Nissim & Co. LLP, who had earlier been designated by the National Stock Exchange (NSE). This change aligns the valuation process with the SEBI Whole-Time Member’s (WTM) Miscellaneous Order dated 23 September 2024, ensuring compliance with updated regulatory expectations.

Key Directives of the SAT Order

The SAT has passed a three-pronged directive aimed at bringing transparency, objectivity, and confidentiality to the ongoing valuation exercise:

1. Appointment of a New Valuer

• The tribunal appointed Mr. Khemani in place of M M Nissim & Co. LLP.

• His appointment is explicitly linked to implementing SEBI's WTM Order from September 2024.

• The valuation is expected to adhere to the principles and methodologies prescribed in that order.

2. Confidentiality Clause on Shared Information

• All information and data previously provided to M M Nissim & Co. LLP by Linde India must be kept strictly confidential.

• This data may now only be shared with Mr. Khemani.

• Both Mr. Khemani and his team have been legally directed to maintain strict confidentiality, following SAT's order dated 13 September 2024.

3. Timeline for Compliance and Completion

• Linde India is instructed to submit all required information to the newly appointed valuer within six weeks from the date of the order.

• The SAT has emphasized that the valuation process should be carried out expeditiously, though no fixed completion date has been imposed, leaving room for professional diligence.

Legal Status and Nature of the SAT Order

The directive issued is an interim order, which means it is subject to further developments in the case. The appeal (No. 527 of 2024) is still under deliberation, and SAT’s intervention is aimed at streamlining and correcting procedural discrepancies before final judgments are passed.

Impact on Linde India

At present, Linde India has not publicly quantified the potential financial or operational impact of the SAT’s order. However, the company has acknowledged the development and stated that it is in the process of evaluating the implications of the tribunal’s directions.

• There could be cost implications linked to hiring a new valuer and repeating the valuation exercise.

• Potential delays in regulatory filings or disclosures might arise.

• It could also impact investor perception and regulatory outlook in the short term.

Why This Order Matters for Stakeholders

This order is not just a procedural development—it could set a precedent for how valuation-related disputes involving SEBI-registered entities are managed. For investors, regulators, and market observers, the SAT’s proactive approach reinforces the importance of:

• Transparent valuation practices

• Regulatory compliance under SEBI norms

• Fair data handling and confidentiality protocols

Moreover, this move highlights the increasing role of appellate bodies in resolving market disputes and maintaining trust in India’s corporate governance framework.

Looking Ahead: Next Steps for Linde India

Linde India is now in a position where it must:

• Cooperate fully with the appointed valuer and supply all necessary documents within the given six-week timeframe.

• Review and reassess its internal valuation-related policies and processes.

• Prepare for any downstream effects the new valuation may have on its financial statements, stakeholder communications, and regulatory submissions.

The company’s prompt and transparent handling of this matter will play a key role in preserving investor confidence and ensuring uninterrupted business continuity.

Conclusion

The SAT’s directive marks a crucial step in ensuring fair and regulated valuation procedures in the Indian corporate space. For Linde India, this is both a challenge and an opportunity—to demonstrate adherence to compliance standards and reinforce its commitment to transparency.

As the new valuation unfolds, all eyes will be on how Linde India navigates the process, and whether the tribunal’s move leads to a cleaner, more reliable valuation ecosystem within India Inc.

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