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SEBI ACT, 1992
Flow
1. Introduction
2. Preamble
3. Composition of SEBI
4. General Functions
5. General Power
6. Section 11A – Regulation for Issue of Prospectus
7. Section 11B – Directions
8. Section 11C – Investigation
9. Section 11D – Lease and Desist Order
10. Adjudication and its procedure
11. Section 11AA – Collective Investment Scheme
12. Recovery of amount
13. Appeal to SAT
14. Insider Trading
15. SAT – Composition and other related issues
Introduction
Before 1992, CG used to regulate intermediaries and to offload its burden, CG has
established SEBI.
It is applicable to whole of India.
Intermediaries include broker, sub broker, Share transfer agent, depository
participants, merchant banker, foreign institutional investor, alternate investment
fund, stock exchange.
Preamble
1. To develop securities market.
2. To protect the interest of investor.
3. To register and regulate intermediary.
4. Anything ancillary and incidental thereto.
SEBI ACT, 1922
Composition of SEBI Section 4
Chairman
Representative of Ministry of Finance and Ministry of Corporate Affairs
Representative of RBI
5 Members from which 3 shall be whole time.
Appointed by Union Government except representative of RBI
Removal of member of SEBI
Grounds
1. Declared insolvent at any time.
2. Declared unsound mind at any time.
3. Convicted moral turpitude.
4. Abuse his position
Can be removed after opportunity of being heard.
Removal of member of SEBI on other grounds, they can be removed either by
serving 3 months notice.
Or
3 months salary and allowance
Relinquishment of office i.e. Resignation
3 months notice to CG is required in writing.
Tenure
Tenure
Part-time member
Chairman / Whole time member
- Maximum 3 years - Maximum 3 years
- Reappointment any number of time - Reappointment any number of time
- No maximum age limit
- Maximum age – 65 years
SEBI ACT, 1922
Section 11 General function
Registering and regulating intermediaries.
Prohibition of insider trading and market manipulation.
Regulating substantial acquisition of shares or takeover.
Inspection or calling for information
Section 11 – General Power of SEBI
Suspend recognised stock exchange.
Restrain any person to access stock market
Suspend any office bearer
Freeze bank account
Direct intermediary not to transfer securities
Impound sale proceeds (confiscate sale proceeds)
SEBI will have Civil Court Power
Section 11A – Regulation for issue of prospectus, Offer document or
any document through which money solicit from public.
Without prejudice to Companies Act, SEBI may
1. SEBI may issue regulation
2. SEBI may issue specific or general order(lbs two lines)
3. SEBI may issue guidelines subject to listing or transfer of securities
Or related to issue of capital, and other matter incidental thereto :
Section 11B – Power to issue to Directions
SEBI may issue directions for :
1. Protect interest of investor.
2. Development of Securities Market.
3. Proper management of intermediaries
SEBI ACT, 1922
Section 11C – Investigation
Grounds of Investigation
1. There is violation of this Act
2. Transaction is conducted in such a manner which is preducial (i.e. harmful)
to the interest of investor.
Duties of employees, officer, etc. Power of Investigation authority
Produce books of amount Inspect books of amounts
Provide explanation and information Sought explanation and information
Appear personally Summon
Sign note To take note
To take on oath
Power exercisable with prior approval of magistrate.
Enter with such assistance as may be required (e.g. police assistance)
Search such place as may be required (e.g. house of MD).
Seize books of accounts if it is likely to be Destroyed, Mutilated, Altered,
Falsify, Secreted.
In case of listed company or any company doing listing, books of accounts can be
seized when offence is related to insider trading or market manipulation.
Books of accounts shall be returned latest by conclusion of investigation.
Section 11D – Cease and Desist order
Cease order means, stop and don’t repeat, when contravention is already
conducted then cease order will be passed.
Desist order means when contravention is likely to be conducted then desist order
is passed.
SEBI ACT, 1922
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