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*SECURITIES CONTRACTS (REGULATION) RULES, 1957

rules · 1992 · State unknown

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Parent: THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 (7c4c1f5343adab106c3a94cafc08a5ecf5957ae7)

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*SECURITIES CONTRACTS (REGULATION) RULES, 1957 In exercise of the powers conferred by section 30 of the Securities Contracts (Regulation) Act; 1956 (42 of 1956), the Central Government hereby makes the following rules, the same having been previously published as required by sub-section (3) of the said section, namely Short title: 1. These rules may be called the Securities Contracts (Regulation) Rules, 1957. Definitions: 2. In these rules, unless the context otherwise requires, cform means a form appended to these rules; (b) "the Act" means the Securities Contracts (Regulation) Act; 1956 (42 of 1956); (c) "Government company means a company in which not less than fifty-one per cent of the share capital is held by the Central Government or by any State Government or Governments or partly by the Central Government and partly by one or more State Governments 'I(d) "public" means persons other than (1) the promoter and promoter group; (ii) subsidiaries and associates of the company. Explanation: For the purpose of this clause the words "promoter" and 'promoter group shall have the same meaning as assigned to them under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements, Regulations, 2009;] 2[(da) 'public sector company' means a body corporate constituted by an Act of Parliament or any State Legislature and includes a government company:] 3[(e) public shareholding"' means equity shares of the company held by public including shares underlying the depository receipts if the holder of such depository receipts has the right to issue voting instruction and such depository receipts are listed on an international exchange in accordance with the Depository Receipts Scheme, 2014: Provided that the equity shares of the company held by the trust

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10 · Substituted by the Securities Contracts (Regulation) (Second Amendment) Rules, 2017, Wef. 27.06.2017. Prior to substitution it read as under: "Provided further that nothing herein shall be applicable to any corporations, bodies corporate, companies or institutions referred to in items (a) to (n)l of the proviso to sub-rule (4).]; Footnote in above amendment read as under- "Substituted for "(a) to (k)' by Securities Contracts (Regulation) (Amendment) Rules, 2014, W.e.f.16.1.2014. Omitted by GSR 1070(E) dated 15.11.1988 12 Ibid. 13 Ibid.
18 · Omitted by GSR 749 (E), dated 12.10.1994 19 Substituted by GSR 790(E) , dated 07.11.1994
20 · Inserted by the Securities Contracts Regulation) Amendment Rules, 2013. w.e f: 24.10.2013 21 Sub-rule (7) inserted by the Securities Contracts (Regulation) (Second Amendment) Rules, 2014, W.e.f. 22-9-2014. 22 Inserted by the Securities Contracts (Regulation) (Amendment) Rules, 2017, We.f. 20.03.2017.
9 · All contracts between the members of a recognised stock exchange shall be confirmed in writing and shall be enforced in accordance with the rules and bye-laws of the stock exchange of which they are members.
23 · Substituted by F No. 1/37/SE/94, dated 26.10.1994. 24 Ibid. 25 Substituted for "Central Government' by the Securities Contracts (Regulation) (Amendment) Rules, 1996, W.e.f: 23.12.1996.
14 · Every recognised stock exchange shall maintain and preserve the following books of account and documents for a period of five years: Minute books of the meetings of members; b governing body; any standing committee or committees of the governing body Or of the general body of members. Register of members showing their full names and addresses. Where any member of the stock exchange is a firm, full names and addresses of all partners shall be shown. 3) Register of authorised clerks. Register of remisiers of authorised assistants. Record of security deposits. Margin deposits book Ledgers. (8) Journals. Cash book (10) Bank pass-book:
26 · Substituted for "Central Government" by the Securities Contracts (Regulation) (Amendment) Rules, 1996, W.e.f. 23.12.1996 27 Ibid.
28 · Ibid:
29 · Substituted by the Securities Contracts (Regulation) (Amendment) Rules, 1996, W.e.f: 23.12.1996. Prior to its substitution, sub-clause (i), read as under: letters of consent of the Controller of Capital Issues_
30 · Clause (b) substituted by the Securities Contracts (Regulation) Third Amendment Rules, 2014, We.f. 19- 11-2014. Prior to its substitution, the said clause, as amended by the Amendment Rules, 2001, W.e.f. 1-6- 2001; the Securities Contracts (Amendment) Rules, 2010, w.e.f: 4-6-2010 and the Securities Contracts (Regulation) (Second Amendment) Rules, 2010, W.e.f: 9-8-2010,read as under "(b)(i) At least twenty five per cent of each class or kind of equity shares or debentures convertible into equity shares issued by the company was offered and allotted to public in terms of an offer document; O1
34 · Substituted by the Securities Contracts (Regulation) Amendment) Rules, 2010, W.e.f: 04.06.2010. Prior to its substitution, sub-rule (4), read as under: "(4) fresh application for listing will be necessary in respect of all new issues desired to be dealt in, provided that, where such new securities are identical in all respects with those already listed, admission to dealings will be granted on the company intimating to the stock exchange particulars of such new issues Explanation: Shares are identical in all respects only if a) they are of the same nominal value and the same amount per share has been called up; (b) they are entitled to dividend at the same rate and for the same period, so that at the next ensuing distribution, the dividend payable On each share will amount to exactly the same sum, net and gross; and (c) they carry the same rights in all other respects.
35 · Substituted by the Securities Contracts (Regulation) (Amendment) Rules, 2000, W.e.f: 08.08.2000. Earlier; the second proviso was amended by the Securities Contracts (Regulation) (Amendment) Rules, 1996, w.e.f. 23.12.1996. 36 Substituted by the Securities Contracts (Regulation) Amendment) , 2000, w.e.f. 08.08.2000. Earlier; sub- rule (6) was amended by the Securities Contracts (Regulation) (Amendment), 1996, W.e.f. 23.12.1996. 37 Substituted by the Securities Contracts (Regulations) (Second Amendment) Rules, 2010, W.e.f. 09.8.2010. Prior to its substitution; sub-rule (6A) as amended by the Securities Contracts (Regulations)( Amendment) Rules, 2010, W.e.f: 04.06.2010 and GSR 121(E) w.e.f. 09.03.1995, read as under: ~(6A) All the requirements with respect to listing and continuous listing prescribed by these rules, shall so far as they may be, also apply to body corporate constituted by an Act of Parliament or any State Legislature
38 · Omitted by the Securities Contracts Regulation)( Amendment) Rules, 2010, w.e.f: 04.06.2010. Prior to its omission, proviso, as substituted by the Securities Contracts (Regulation) (Amendment) Rules, 1996, w.e.f. 23.12.1996 and inserted by GSR 291 (E) dated 27.03.1995, read as under: "Provided that a recognised stock exchange may relax the requirement of offer to public for subscription of atleast twenty-five percent of the each class or kind of securities issued in respect of body corporate referred to in this sub-rule with the previous approval of the Securities and Exchange Board of India and also subject to such instructions as that Board may issue in this behalf from time to time_
39 · Substituted for "Central Government' by the Securities Contracts (Regulation) Amendment), Rules, 1996, w.e.f: 23.12.1996. 40 Inserted by the Securities Contracts (Regulations) (Amendment) Rules, 2010, W.e.f: 04.06.2010 Inserted by the Securities Contracts Regulations) Second Amendment) Rules, 2010, w.e.f: 09.08.2010.
42 · Substituted, ibid. Prior to substitution, provisos, read as under: "Provided that any listed company which has public shareholding below twenty five per cent on the commencement of the Securities Contracts (Regulation) (Amendment) Rules, 2010, shall bring the public shareholding to the level of atleast twenty five per cent by increasing its public shareholding to the extent of at least five per cent per annum beginning from the date of such commencement, in the manner specified by the Securities and Exchange Board of India: Provided further that the company may increase its public shareholding by less than five per cent in year ifsuch increase brings its public shareholding to the level of twenty five per cent in that year_ 43 Substituted for the word "three" by the Securities Contracts (Regulation) Third Amendment) Rules, 2017, w.e.f: 3.07.2017. 44 Words sub-clause (ii) of" omitted by the Securities Contracts (Regulation) Third Amendment Rules, 2014, W.e.f. 19-11-2014. 45 Sub-rule (3) omitted by the Securities Contracts (Regulation) (Second Amendment) Rules, 2014, W.e.f.22-8-2014_ Prior to its omission, said sub-rule, as inserted by the Securities Contracts (Regulation) (Second Amendment) Rules, 2010, W.e.f: 9-8-2010, read as under (3) Notwithstanding anything contained in this rule, every listed public sector company shall maintain public shareholding of at least ten per cent 46 Inserted by the Securities Contracts (Regulation) (Amendment) Rules, 2015, W.e.f. 25.02.2015.
47 · Inserted by the Securities Contracts (Regulation) Amendment) Rules, 2000, W.e.f: 08.08.2000
48 · '[Delisting of securities: 21. A recognized stock exchange may, without prejudice to any other action that may be taken under the Act or under any other law for the time being in force, delist any securities listed thereon on any of the following grounds in accordance with the regulations made by the Securities and Exchange Board of India, namely: the company has incurred losses during the preceding three consecutive years and it has negative networth; b trading in the securities of the company has remained suspended for a period of more than six months; the securities of the company have remained infrequently traded during the preceding three years; the company or any of its promoters Or any of its director has been convicted for failure to comply with any of the provisions of the Act or the Securities and Exchange Board of India Act; 1992 O the Depositories Act; 1996 (22 of 1996) O rules, regulations, agreements made thereunder; as the case may be and awarded a penalty of not less than rupees one crore or imprisonment of not less than three years; e the addresses of the company or any of its promoter or any of its directors, are not known or false addresses have been furnished Or the company has changed its registered office in contravention of the provisions of the Companies Act, 1956 (1 of 1956); O shareholding of the company held by the public has come below the minimum level applicable to the company as per the listing agreement under the Act and the company has failed to raise public holding to the required level within the time specified by the recognized stock exchange Provided that no securities shall be delisted unless the company concerned has been given a reasonable opportunity of being heard: (2) If the securities is delisted under clause (1),
48 · Inserted by the Securities Contracts (Regulation) (Amendment) Rules, 2008, We.f. 10.06.2009
49 · Substituted for "Central Government? by the Securities Contracts (Regulation) (Amendment) Rules, 1996, we.f. 23.12.1996.
3 · All the necessary information required in the Annexure to this Form is enclosed. Any additional information will be furnished as and when called for by the SO[Securities and Exchange Board of India]. 4. We/I on behalf of the said stock exchange hereby undertake to comply with the requirements of section 4 of the said Act and such other conditions and terms as may be contained in the certificate of recognition or be prescribed Or imposed subsequently. 5. Treasury Receipt No. dated. for Rs. is attached: Yours faithfully, Signature of applicant ANNEXURE TO FORM *A' Part [ General 1. Name of the applicant stock exchange. 2 Address. 3. Date of establishment: 4. Is your exchange a joint stock company (state whether public O private) registered under the Indian Companies Act Or an association for profit Or otherwise 2 If it is organised on some other basis, this may be stated. 5. Give details of your capital structure and attach three copies of the audited balance sheets and profit and loss account of the Exchange for the preceding three years. Part II - Membership 6. State the number of members at the time of application. Also specify how many are inactive. 7 . State whether there is any provision, resolution or convention for limiting the number of members and whether in pursuance thereof you have fixed a ceiling 0n the number of members that you would take. 8. Do you insist o any minimum qualifications and experience before enrolling new members ? If so give details. 9. State the different classes of members, if any, the number thereof and the privileges enjoyed by each class: What is the procedure followed by your exchange for the admission of different classes of new members ? 10. What are the rates of your annual subscription in respect of the different classes of members ? 11. Do you collect any security deposit from your members If so, give details and also state the manner in which such deposits are utilised and the rate of interest allowed, if any: 12. Do you collect any admission or entrance fees from your members or from partners of firms who are members ? If so, how much ? 13. Do you insist on your members and partners of firms who are members divesting themselves of other activities either as principal O as employee ?
50 · Substituted for "Central Government? by the Securities Contracts (Regulation) (Amendment) Rules, 1996, we.f. 23.12.1996.
14 · Do your rules permit firms to become members 2 If so_ is it incumbent on members to seek the approval of the governing body before admitting new partners ? State the conditions, if any, laid down in your rules for the admission of such partners. 15. If your rules do not permit of firms being enrolled as members, do you permit individual members to form a partnership 2 State the procedure followed for the recognition of such partnership. 16. Do you permit members to work in partnership with non-members ? If S0, how far such non-members subject to the control of the stock exchange Part III _ Governing Body 17. What is the present strength of your governing body 2 Give details of the constitution, powers of management, election and tenure of office of members of the governing body, and the manner in which its business is transacted: 18. Are any trade Or commercial interest represented on your governing body 2 If so give details of interests represented. 19. Do you associate shareholders of investors associations with the management of your exchange ? If so, state the manner in which it is done. 20. Are there any Government representatives on your governing body 2 If so, furnish their names. 21. Do your rules provide for the direct election by members of any other bodies or committees, apart from the governing body ? If so, give details of their constitution; tenure, powers and functions 22. Do you have any provision for the appointment of standing or ad hoc sub- committees of the governing body If so, furnish details of the method of their appointment, terms of office, powers and functions. 23. Give the designations, powers and duties of principal office-bearers of your exchange. Are any of these office-bearers in the pay of the stock exchange If so give details as to the mode of their appointment, tenure of office and remuneration: Part IV _ Trading 24. Do you have a trading ring If not, how do yOu carry on the business ? Give details 25. State the different kinds of contracts in use 0n your exchange e.g , spot, ready and forward. State the period of delivery and payment in each case. 26. Give details of business hours for each type of contract. 27. Give details of the scale of brokerage and other charges, if any, prescribed by your exchange. 28. Do you prescribe standard forms of contract for the use of your members Attach three copies of each such contract form: 29. Do you classify your members into brokers and jobbers 2 If so, specify the bye-law under which this is done. 30. Do you have a system of registration of remisiers andlor authorised clerks 2 If so give details as to their qualifications, obligations and rights, etc. 31. Do you have any regulations regarding dealings by members on their own account whether in the nature of Taravani (day-to-day) or otherwise ?
32 · Do you have any provisions for regulating the volume of business done by any individual member other than through a system of margins ? If $O, give details. 33. What provisions have you made for periodical settlement of contracts and differences thereunder; the delivery of,and payment for securities and the passing of delivery orders 1 34. Do you have a clearing house for the settlement of contracts 2 If s0, give details of its organisation and management 35. If you have clearing house, what returns do the members of your exchange submit regarding the transactions cleared through such clearing house 2 Does the exchange ask for any regular returns in respect of transactions settled outside the clearing house ? Submit three copies of forms used in this connection: 36. How do you fix, alter or postpone the dates of settlement ? 37. How do you determine and declare making-up prices ? 38. Do you have any arrangements for making O recording of bargains 39. Have you any arrangements for recording ad publishing market rates including opening, closing, highest and lowest rates ? 40. What provisions have you made for regulating the entering into contracts, their performance and rescission, including contracts (i) between members, (ii) between a member and his constituent; and (iii) between a member and a non-member; (b_ the consequences of breach, default or insolvency o the part of members whether acting as buyers, sellers or intermediaries and (c) 'havalas and other matters relating to conduct of business of members in the exchange 41. Do you prescribe margin requirements ? If yes, give details. 42. Do you prescribe maximum and minimum prices for securities 2 If s0, how and under what conditions. 43. Do you provide any safeguards for the prevention of *bullsqueezes' and bear - raids and for meeting emergencies in trade ? Give details. 44. What are the measures adopted by you to regulate or prohibit advertising O issue of circulars by your members ? 45. What are the disciplinary power with the governing body to enforce due compliance by members of the rules and bye-laws of the exchange and generally to ensure proper standard of business conduct 46. Do you require members to supply such information O explanation and to produce such books relating to their business as your governing body may require ? 47 . Do you publish any statistics in regard to business done o the exchange including the transactions settled through the clearing house, if maintained 2 In particular, have you evolved any machinery for computing the volume of transactions in the different kinds of contracts permitted on your exchange ? Give details. 48. Do you have any bye-laws contravention of which makes a contract void ?
49 · Do you have any machinery for arbitration of disputes between members andlor between members and their constituents ? Give details.
50 · What are the conditions subject to which securities are listed for dealings on your exchange 51. What are your requirements for admitting securities to forward-trading 52. Do you have the right to prohibit, withdraw or suspend dealings in a listed security ? If so, under what circumstances is this right exercised ? 53. What provisions have you made for the levy and recovery of fees, fines and penalties ? FORM B (See rules 6 and 7) 51 [The Securities and Exchange Board of India] New Delhi, the 20. No. The 52[Securities and Exchange Board of India], having considered the application for recognition/renewal of recognition made under section 3 of the Securities Contracts (Regulation) Act, 1956 by. (name and address of exchange) and being satisfied that it would be in the interest of the trade and also in the public interest so to do, hereby grants, in exercise of the powers conferred by section 4 of the Securities Contracts (Regulation) Act, 1956 recognition to the said exchange under section 4 of the said Act for yearlyears ending 20 on permanent basis in respect of contracts in securities subject to the conditions stated herein below or as may be prescribed or imposed hereafter. Seal of the 53[Board] Signature of Officer Note: Application for renewal of recognition shall be made s0 as to reach the Central Government not less than three months before the expiry of the period (This certificate, will also have to be published as a Notification in the Gazette of India and also in the Official Gazette of the State in which principal office of the recognised stock exchange is situate).
51 · Substituted for "Government of India, Ministry of Finance" by the Securities Contracts (Regulation) Amendment) Rules, 1996, w.e.f. 23.12.1996. 52 Substituted for Central Government' ibid. 53 Substituted for "Ministry" ibid. 54 Substituted by the Securities Contracts (Regulation) (Amendment) Rules, 1996, we.f. 23.12.1996