Rajesh Exports SEBI Order Explained: Rs 15 Lakh Crore Inflated Revenue Allegations

The Securities and Exchange Board of India has passed an interim order against Rajesh Exports Limited, alleging that the listed gold refiner misrepresented approximately Rs 15.15 lakh crore of revenue attributed to its subsidiaries over five financial years. The order, passed on 3 June 2026 by SEBI Whole Time Member Kamlesh Chandra Varshney, restrains promoter and Executive Chairman Rajesh Mehta from buying, selling or dealing in the company's securities until further orders.

The numbers in the Rajesh Exports SEBI order are extraordinary. SEBI states that the misrepresented amount of about Rs 15,15,385 crore represents 99.80 percent of the revenues the company attributed to its subsidiaries between FY 2020-21 and FY 2024-25, enabling the company to project an inflated cumulative revenue of about Rs 15.44 lakh crore. SEBI described aberrations of this scale as egregious and unheard of.

The Valcambi Mismatch at the Heart of the Order

Rajesh Exports is a publicly listed gold refining company that also sells jewellery in India through its SHUBH Jewellers brand. Nearly all of its consolidated revenue was attributed to overseas subsidiaries and step down subsidiaries, particularly Switzerland based Valcambi SA and Global Gold Refineries AG.

SEBI found that Valcambi SA, portrayed as the principal operating entity driving the group's revenues, had a standalone revenue of only Rs 542.68 crore in calendar year 2023. In contrast, Global Gold Refineries reported consolidated revenue of about Rs 2.92 lakh crore and Rajesh Exports reported about Rs 2.80 lakh crore for comparable periods. Valcambi's standalone revenues were less than half a percent of the consolidated figures, which SEBI said was fundamentally inconsistent with the company's claims.

The company's explanation, that Valcambi recognised only processing revenues while the holding entity recognised the gross value of gold transactions, was found by SEBI to be untenable, commercially implausible and unsupported by verifiable records. SEBI also rejected the argument that Swiss data protection law prevented disclosure, noting that Swiss law protects personal data of natural persons and cannot be used to withhold corporate financial information from an Indian regulator.

Non Cooperation and Fund Diversion Findings

The proceedings began with a shareholder complaint received by SEBI on 11 March 2024 alleging financial misrepresentation linked to large trade receivables outstanding for more than two years. SEBI recorded that the company failed to give its forensic auditor access to ERP systems, books of accounts and journal data, with only 35.07 percent of sampled sales, worth Rs 12,217.15 crore, verifiable with complete documentation.

The order also records that Rs 7.45 crore was transferred by the company to Mehta, who used the funds to trade in gold derivatives through his personal account. After losses of Rs 3.50 crore, Rs 3.91 crore was returned to the company. SEBI noted the Managing Director's statement that overseas subsidiaries were exclusively handled by Mehta. As of 3 June 2026, the company's market capitalisation stood at about Rs 3,210 crore, with shares listed on the BSE and NSE.

What SEBI Has Ordered

SEBI has directed Rajesh Exports and Mehta to cooperate with the investigation and furnish documents within 30 days. It has ordered a fresh forensic audit and forwarded the order to the National Financial Reporting Authority for appropriate action, if any, against the company's statutory auditors. The company and Mehta have 21 days to file objections and seek a personal hearing. The company has stated publicly that it will cooperate with the audit and that the matter involves a communication gap it intends to clarify.

The interim order is allegation, not final adjudication, and the findings are prima facie. The standard SEBI must ultimately meet was recently clarified by the Supreme Court in its two route framework for proving securities fraud. Courts have also shown willingness to overturn regulatory orders that overreach, as in the Rs 447 crore disgorgement order against Reliance Industries that the Supreme Court set aside in May 2026, and the CCI's Rs 202 crore penalty on Amazon in the Future Coupons case, which was quashed the same month.

What Investors Should Watch

For shareholders, the immediate effects are the trading restraint on the promoter, the fresh forensic audit and the NFRA reference. The findings could be confirmed, modified or vacated after the company's response. Investors in listed companies with large overseas subsidiary revenues should pay attention to whether subsidiary financials are independently published and audited, since the order turns on the inability of investors to verify consolidated numbers.

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Key Takeaways

SEBI's interim order alleges that Rajesh Exports misrepresented about Rs 15.15 lakh crore of subsidiary revenue over five years, roughly 99.8 percent of subsidiary attributed revenue, and restrains promoter Rajesh Mehta from dealing in the company's securities. A fresh forensic audit has been ordered and the statutory auditors referred to NFRA. The findings are prima facie, the company has 21 days to object, and the case will test how India's disclosure regime handles opaque overseas subsidiary structures.