GROUP MEMBERS• Group leader :Richard dalvi 1311• Lavita mascrehas 1358• Brenden mendes 1359• Amelia mendonca 1360• Stephen mendonsa 1361• Bianca menezes 1362• Sharel menezes 1363• Neha moolya 1364• Clovette murzello 1365

GROUP MEMBERS

• Manisha nair 1366• James nazareth 1367• Jinelle noronha 1368• Sandra noronha 1369• Gillian nunes 1370• Umaima parkar 1371• Manali patil 1372• Allister pereira 1373• Loyster pereira 1374• Osmund pereira 1375

Presentation Plan• Introduction to SEBI• Establishment & management• Conditions of service• Meetings • Functions of the board• Powers of the board

• Functions of the board• Collective investment scheme• Bar of jurisdiction

Presentation plan

• Registration of stock brockers, sub brockers and share transfer agent

• What are securities ?• Grants by central government• Accounts and audit• Power of central government• Adjudication and penalties• Securities appellate tribunal –staff, establishment,

appeal, presiding officers and power• Appeal of supreme court

INTRODUCTION TO SEBI

The Securities and Exchange Board of India Act, 1992 (the SEBI Act) is an Indian legislation enacted by the Parliament of India for regulation and development of securities market in India. It was amended in the years 1995, 1999 and 2002 to meet the requirements of changing needs of the securities market.

ESTABLISHMENT (sec 3)• With effect from such date as the Central

Government may, by notification,appoint, there shall be established, for the purposes of this Act, a Board by the name of the Securities and Exchange Board of India.

• The Board shall be a body corporate by the name aforesaid, having perpetual succession and a common seal.

• The head office of the Board shall be at Bombay

• The term of office and other conditions of service of the Chairman and the members referred to in clause (d) of sub- section (1) of section 4 shall be such as may be prescribed.

• Notwithstanding anything contained in sub-section (1), the Central Government shall have the right to terminate the services of the Chairman or a member appointed under clause .

TERMS & CONDITIONS OF SERVICE (sec 5,6)

REMOVAL OF MEMBER FROM THE OFFICE (SEC 6)

The Central Government shall remove a member from office if he –

• is, or at any time has been, adjudicated as insolvent;• is of unsound mind and stands so declared by a

competent court;• has been convicted of an offence which, in the

opinion of the Central Government, involves a moral turpitude;

• has, in the opinion of the Central Government, so abused his position as to render his continuation in office detrimental to the public interest:

Members & employees of the board to be public servant(sec23) All members, officers and other employees of the

Board shall be deemed, when acting or purporting to act in pursuance of any of the provisions of this Act, to be public servants within the meaning of section 21 of the Indian Penal Code (45 of 1860).

Protection of action taken in good faith.(sec 23)

• No suit, prosecution or other legal proceedings shall lie against the Central Government or any officer of the Central Government or any member,officer or other employee of the Board for anything which is in good faith done or intended to be done under this Act or the rules or regulations made there under.

MEETINGS Convening of Meetings1)Meetings of the Board shall be convened at least once in each quarter of the year

2)Any two members may require the Chairman to convene a meeting of the Board at any time and the Chairman shall convene the meeting of the Board accordingly:

Provided that if the Chairman is not available, any two members may require the Secretary to convene the meeting of the Board.

.

Presiding over meetings• The Chairman or if he is unable to attend the

meeting of the Board, for any reason, any other member chosen by the members present at the meeting, shall preside over the meeting

Place and timing of meeting• Meetings of the board shall be held at such time

and places in india as may be specified in the notice convening the meeting

•NoticeNot less than ten days notice shall ordinarily be given of each meeting of the Board and such notice along with agenda papers shall be sent to every member ten working days in

Advance.

•Quorum

(1) Three members shall constitute the quorum for the transaction of the business at a meeting of the board.(2) All questions which come up before any meeting before the board shall be decided by the majority vote of the members present and voting and in the event of any qualities of votes , the chairman ,or in his absence the member presiding, shall have a second or casting vote.(section 7)

Section 7AAny member who is the director of a company and

who as such director has any direct or indirect pecuniary interest in any matter coming up for consideration at a meeting of the board shall

disclose the nature of his interest at such meetings as soon as possible after relevant circumstances have

come to his knowledge . Such disclosure shall be recorded in the proceedings of the board . Such

member shall not take any part in any deliberation or decision with respect to that matter.

Functions of the board(sec11)• to protect the interests of investors in securities • regulating the business in stock exchanges and any

other securities markets• registering and regulating the working of stock

brokers, sub-brokers, share transfer agents, bankers

• prohibiting fraudulent and unfair trade practices relating to securities markets

• promoting investors' education and training of intermediaries of securities markets

• prohibiting insider trading in securities;• calling for information from, undertaking

inspection, conducting inquiries and audits of the intermediaries and self- regulatory organisations in the securities market;

• levying fees or other charges for carrying out the purposes of this section

Sec11a & 11b

• Board to regulate or prohibit issue of prospectus, offer document or

advertisement soliciting money for issue of securities.(sec11a)

Power to issue directions.(sec11b)

Powers of the board• Power to call periodical returns from recognized

stock exchange.• Power to control and regulate stock exchange.• Power to call any information or explanation from

recognized stock exchanges or their members.• Power to levy fees or other charges for carrying out

the purpose of regulation.• Power to grant registration to market intermediaries.• Registration of brokers.

Collective investment scheme(sec 11AA)

• (i) the contributions, or payments made by the investors, by whatever name called, are pooled and utilized solely for the purposes of the scheme or arrangement;

• (ii) the contributions or payments are made to such scheme or arrangement by the investors with a view to receive profits, income, produce or property, whether movable or immovable from such scheme or arrangement;

• (iii) the property, contribution or investment forming part of scheme or arrangement, whether identifiable or not, is managed on behalf of the investors;

• (iv) the investors do not have day to day control over the management and

Bar of jurisdiction(sec 20a)• No order passed by the Board or the adjudicating officer

under this Act shall be appealable except as provided in section 15T or section 20 and no Civil Court shall have jurisdiction in respect of any matter which the Board or the adjudicating officer is empowered by, or under, this Act to pass any order and no injunction shall be granted by any court or other authority in respect of any action taken or to be taken in pursuance of any order passed by the Board or the adjudicating office by, or under, this Act

Saving (sec 21)

Nothing in this Act shall exempt any person from any suit or other proceedings which might, apart from this Act, be brought against him.

Cognizance of offences by courts (sec 26)

(1) No court shall take cognizance of any offence punishable under this Act or any rules or regulations made there under, save on a complaint made by the Board. (2) No court inferior to that of a Court of Session shall try any offence punishable under this act

MANAGEMENT OF THE BOARD(sec 4)

The Board shall consist of the following members, namely:-

• a Chairman;• two members from amongst the officials of the

Central Government dealing with Finance• one member from amongst the officials of RBI• five other members of whom at least three shall be

the whole-time members.

Registration of stock brockers,sub brockers & share transfer agent(sec12)

• No stock-broker, sub- broker, share transfer agent, banker to an issue, trustee of trust deed, registrar to an issue, merchant banker, underwriter, portfolio manager, investment adviser and such other intermediary who may be associated with securities market shall buy, sell or deal in securities except under, and in accordance with, the conditions of a certificate of registration obtained from the Board in accordance with the regulations made under this Act

What are securities?• A financial instrument that represents:

• an ownership position in a publicly-traded corporation (stock)

• a creditor relationship with governmental body or a corporation (bond)

• or rights to ownership as represented by an option.

• A security is a negotiable financial instrument that represents some type of financial value

Grant by central government(sec13)

• The Central Government may, after due appropriation made by Parliament by law in this behalf, make to the Board grants of such sums of money as that Government may think fit for being utilised for the purposes of this Act.

Fund (sec14)• (1) There shall be constituted a Fund to be called the Securities

and Exchange Board of India General Fund and there shall be credited thereto-

• (a) all grants, fees and charges received by the Board under this Act;

• (b) all sums received by the Board from such other sources as may be decided upon by the Central Government.

• (2) The Fund shall be applied for meeting –• (a) the salaries, allowances and other remuneration of members,

officers and• other employees of the Board;• (b) the expenses of the Board in the discharge of its functions

under section 11;• (c) the expenses on objects and for purposes authorised by this

Act

Accounts & audits(sec15)• (1) The Board shall maintain proper accounts and other relevant

records and prepare an annual statement of accounts• (2) The accounts of the Board shall be audited by the

Comptroller and Auditor General of India• (3) The Comptroller and Auditor-General of India and any

other person appointed by him in connection with the audit of the accounts of the Board shall have the same rights and privileges and authority

• (4) audit report thereon shall be forwarded annually to the Central Government and that Government shall cause the same to be laid before each House of Parliament.

Power of central government to issue direction (sec16)

• Without prejudice to the foregoing provisions of [this Act or the Depositories Act, 1996], the Board shall, in exercise of its powers or the performance of its functions under this Act, be bound by such directions on questions of policy as the Central Government may give in writing to it from time to time:

• Provided that the Board shall, as far as practicable, be given an opportunity to express its views before any direction is given under this sub-section.

• (2) The decision of the Central Government whether a question is one of policy or not shall be final.

Penalties & adjudication• Penalty for failure to furnish information, return,

etc (sec 15a)• Penalty for failure by any person to enter into

agreement with clients (sec 15b)• Penalty for failure to redress investors' grievances

(sec 15c)• Penalty for certain defaults in case of mutual

funds. (sec 15d)

Penalties & adjudication• Penalty for failure to observe rules and regulations by an

asset management company (sec 15e)• Penalty for failure in case of stock brokers (sec 15f)• Penalty for insider trading (sec 15g)• Penalty for non-disclosure of acquisition of shares and

take-overs (sec 15h)• Penalty for fraudulent and unfair trade practices(sec 15ha)

Establishment of securities appellate tribunal (sec 15k)

• (1) The Central Government shall, by notification, establish one or more Appellate Tribunals to be known as the Securities Appellate Tribunal to exercise the jurisdiction, powers and authority conferred on such Tribunal by or under this Act [or any other law for the time being in force ]

• (2) The Central Government shall also specify in the notification referred to in sub-section (1) the matters and places in relation to which the Securities Appellate Tribunal may exercise jurisdiction.

Presiding officer or member of the securities appellate tribunal (sec 15m)

• A person shall be a sitting or retired Judge of the Supreme Court or a sitting or retired Chief Justice of a High Court

• Provided that he shall be appointed by the Central Government in consultation with the Chief Justice of India or his nominee.

• He should be a person of ability, integrity and standing who has shown capacity in dealing with problems relating to securities market and has qualification and experience of corporate law, securities laws, finance, economics or accountancy

Staff of the securities appellate tribunal (sec 15S)

(1) The Central Government shall provide the Securities Appellate Tribunal with such officers and employees as that Government may think fit.

(2) The officers and employees of the Securities Appellate Tribunal shall discharge their functions under general superintendence of the Presiding Officer.

(3) The salaries and allowances and other conditions of service of the officers and employees of the Securities Appellate Tribunal shall be such as may be prescribed.

Appeal to the securities appellate tribunal (sec 15t)

• (1) Save as provided in subsection (2), any person aggrieved,-• (a) by an order of the Board made, on and after the

commencement of the Securities Laws (Second Amendment) Act, 1999, under this Act, or the rules or regulations made thereunder; or

• (b) by an order made by an adjudicating officer under this Act, may prefer an appeal to a Securities Appellate Tribunal having jurisdiction in the matter.

• (2) No appeal shall lie to the Securities Appellate Tribunal from an order made__

• (a) by the Board on and after the commencement of the Securities Laws (Second Amendment) Act, 1999;

• (b) by an adjudicating officer, with the consent of the parties.

Appeal to the securities appellate tribunal (contd)

• (3) Every appeal under sub-section (1) shall be filed within a period of forty-five days from the date on which a copy of the order made by the Board or the adjudicating officer, as the case may be,]is received by him and it shall be in such form and be accompanied by such fee as may be prescribed

• (4) On receipt of an appeal under sub-section (1), the Securities Appellate Tribunal may, after giving the parties to the appeal, an opportunity of being heard, pass such orders thereon as it thinks fit, confirming, modifying or setting aside the order appealed against.

• (5) The Securities Appellate Tribunal shall send a copy of every order made by it to the Board, the parties to the appeal and to the concerned Adjudicating Officer.

Limitations (sec15W)

• Delay in working• Lack of autonomy• Inadequate powers• No control over unlisted

company

Powers of securities appellate tribunal (sec 15u)

• (1) The Securities Appellate Tribunal shall not be bound by the procedure laid down by the Code of Civil Procedure, 1908(5 of 1908), but shall be guided by the principles of natural justice and, subject to the other provisions of this Act and of any rules, the Securities Appellate Tribunal shall have powers to regulate their own procedure including the places at which they shall

have their sittings.

Powers of securities appellate tribunal (sec 15u)

• 2) The Securities Appellate Tribunal shall have, for the purposes of discharging their functions under this Act, the same powers as are vested in a civil court under the Code of Civil Procedure, 1908(5 of 1908), while trying a suit, in respect of the following matters, namely:

• (a) summoning and enforcing the attendance of any person and examining him on oath;

• (b) requiring the discovery and production of documents;• (c) receiving evidence on affidavits;• (d) issuing commissions for the examination of witnesses or documents;• (e) reviewing its decisions;• (f) dismissing an application for default or deciding it ex parte;• (g) setting aside any order of dismissal of any application for default or

any order passed by it ex parte;• (h) any other matter which may be prescribed

Powers of securities appellate tribunal (sec 15u)

• (3) Every proceeding before the Securities Appellate Tribunal shall be deemed to be a judicial proceeding within the meaning of sections 193 and 228, and for the purposes of section 196 of the Indian Penal Code(45 of 1860), and the Securities Appellate Tribunal shall be deemed to be a civil court for all the purposes of section 195

Appeal of supreme court(sec15z)• Any person aggrieved by any decision or order of the

Securities Appellate Tribunal may file an appeal to the Supreme Court within sixtydays from the date of communication of the decision or order of the Securities Appellate

• Tribunal to him on any question of law arising out of such order:Provided that the Supreme Court may, if it is satisfied that the applicant was prevented by sufficient cause from filing the appeal within the said period, allow it to be filed within a further period not exceeding sixty days.

Sahara india real estate corp ltd vs SEBI

SEBI headquarters

Official website of SEBI

Source of information

• http://www.sebi.gov.in/acts/act15ac• http://en.wikipedia.org/wiki/Securities_an

d_Exchange_Board_of_India_Act,_1992• http://indiacode.nic.in