[PUBLISHED IN THE GAZETTE OF INDIA, EXTRAORDINARY, PART II, SECTION 3,
SUB SECTION (i)]
GOVERNMENT OF INDIA
Ministry of Corporate Affairs
Notification
New Delhi, 10.07.2012
G.S.R. (E).- In exercise of the power conferred by sect ion 642 read
with Sub-sect ion (2) of sect ion 637A of the Companies Act , 1956 (1 of 1956),
the Central Government hereby makes the following rules further to amend the
Company Law Board (Fees on Application and Pet it ions) Rules, 1991, namely :-
1. (1) These rules may be called the Company Law Board (Fees on
Application and Pet it ions) (Amendment ) Rules, 2012.
(2) They shall come into force with effect from 12th August , 2012.
2. In Company Law Board (Fees on Application and Pet it ions) Rules, 1991,
in the Schedule, serial numbers 1, 2, 3, 13, 18 and the entries relating thereto
shall be omit ted.
[F No 1/ 1/ 2003-CL.V]
Renuka Kumar,
Joint Secretary to the Government of India
Note:- The principal regulations were published in the Gazette of India, Part II,
Section 3, Sub-section (i) vide number G.S.R. 290(E) dated the 31st January, 1991
and subsequently amended vide the following notifications:-
Serial
Number
Notification
Number
Notification
Date
1. GSR 787 (E) 29.9.1992
2. GSR 219 (E) 6.3.2000
3. GSR 510 (E) 22.7.2002
Company Law Board (Fees on Application and Pet it ions) (Amendment ) Rules, 2012
Written By Views maker on Thursday, July 12, 2012 | 9:56 PM
Indian corporate case details
Written By Views maker on Tuesday, August 23, 2011 | 6:18 AM
There is no verified information available to suggest that the cases of corporate frauds are on the increase.
Number of prosecutions filed for the violations of the provisions of the Companies Act, 1956 for the last three years are as under:-
Year No. of prosecutions Total fine imposed
2007-08 17080 Rs 111.84 lakh
2008-09 13971 Rs 110.58 lakh
2009-10 9021 Rs 92.30 lakh
Since 2006, this Ministry has implemented MCA-21, an e-Governance project, which has increased transparency as the data available in the public domain can be viewed by any person. The Ministry has also evolved a system generated ‘Early Warning System’ to help in detecting likely fraud at an early state. In the process of development of Early Warning System (EWS), the Ministry has identified certain Risk Parameters which can be run on the data available with the MCA, on financial statements furnished by the companies in e-forms developed by the Ministry.
Company Registration
The Ministry of Corporate Affairs has simplified procedures under MCA-21 to enable registration of a company within 24 to 48 hours where there is no difficulty about availability of name etc. The various elements of this process are;
(i) Director Identification Number is allotted online on the basis of verification certificate given by the practicing Chartered Accountant or Company Secretary or Cost Accountant.
(ii) New “Name Guidelines, 2011” have been issued whereby the name can be obtained online from the MCA 21 system if the application is certified by the practicing professionals that the proposed name is in conformity with the Name Guidelines.
(iii) Application and payment of fees is made online.
In order to prevent the registration of companies by fake promoters, the Companies Act, 1956 mandates obtaining of Director Identification Number (DIN) by an individual before becoming a director of the company. For obtaining DIN, one has to apply in an e-form giving his full identification such as name, father’s name, address, date of birth and permanent account number (PAN) etc with copy of documentary proof. The application has to be further certified by a professional. There are inbuilt checks in the system such as checking of given particulars with PAN database to prevent fake promoters from obtaining the DIN.
In addition to above, after allotment of DIN and name online, all such approvals are further re-checked manually by the “back office” and in case any discrepancies are found later on, the process of revocation of DIN and/or company’s name are initiated.
All incorporation e-forms are filed online but checked and approved manually by the Registrar of Companies.
Limited Liability Partnership Rules
The Limited Liability Partnership Rules, 2009 were notified on 01.04.2009. As on 08-08-2011, 5883 LLPs are registered all over India.
The Limited Liability Partnership (LLP) is an alternative corporate business vehicle that provides the benefits of limited liability but allows its members the flexibility of organizing their internal structure as a partnership based on a mutually arrived agreement.
The salient features of LLP Act, 2008, inter alia, are as follows:
1. It is a body corporate with separate legal entity from its partners. The mutual rights and duties of the partners of an LLP are governed by LLP Agreement.
2. LLP is liable to the extent of its assets. Partner’s liability is limited to the extent of agreed contribution (capital) in the LLP Agreement.
3. No partner is liable on account of the independent or unauthorized action of other partners or for their misconduct.
4. Every LLP should have at least two partners with at least two individuals as “designated partners”, of whom at least one must be resident in India. Only designated partners are responsible for compliance with the Act.
5. A firm, private company or an unlisted public company can be converted into LLP.
6. The Act empowers Central Government to apply provisions of the Companies Act, 1956 as appropriate, by notification with such changes as deemed necessary, in the LLP Act, 2008.
7. The winding up of LLP is either voluntary or by the High Court.
(d) The number of firms converted to the LLP during the last three years, state-wise is as per annexure attached.
This information was given by the Minister of State in the Ministry of Corporate Affairs Shri R.P.N. Singh today in the Lok Sabha in reply to a written question whether the Limited Liability Partnership Rules (LLPR) is functional in the country, the details of its goals and salient features; and the number of firms converted to the LLPR during the last three years, state-wise?
*****
ST/-
Annexure
The number of firms converted to LLP during the last three years, state-wise is as under:
| Sl. No. | Name of States | 1st year (2009-10) | 2nd year (2010-11) | Current year 01-04-2011 to 08-08-2011 | Total |
| 1 | Andhra Pradesh | -- | 02 | -- | 02 |
| 2 | Assam | -- | -- | -- | -- |
| 3 | Bihar | -- | -- | -- | -- |
| 4 | Chandigarh | -- | -- | -- | -- |
| 5 | Chattisgarh | -- | -- | -- | -- |
| 6 | Delhi | 06 | 07 | 02 | 15 |
| 7 | Goa | -- | 02 | -- | 02 |
| 8 | Gujarat | 01 | 03 | -- | 04 |
| 9 | Haryana | -- | 01 | -- | 01 |
| 10 | Himachal Pradesh | -- | -- | -- | -- |
| 11 | Jammu & Kashmir | -- | -- | -- | -- |
| 12 | Jharkhand | -- | -- | 01 | 01 |
| 13 | Karnataka | 02 | 04 | 01 | 07 |
| 14 | Kerala | -- | -- | -- | -- |
| 15 | Madhya Pradesh | -- | -- | -- | -- |
| 16 | Maharashtra | 01 | 11 | 04 | 16 |
| 17 | Manipur | -- | -- | -- | -- |
| 18 | Meghalaya | -- | -- | -- | -- |
| 19 | Orissa | -- | -- | -- | -- |
| 20 | Punjab | -- | -- | -- | -- |
| 21 | Pondicherry | -- | -- | -- | -- |
| 22 | Rajasthan | -- | -- | -- | -- |
| 23 | Tamil Nadu | -- | 02 | 03 | 05 |
| 24 | Tripura | -- | -- | -- | -- |
| 25 | Uttar Pradesh | -- | 01 | -- | 01 |
| 26 | Uttaranchal | -- | -- | -- | -- |
| 27 | West Bengal | -- | 01 | 02 | 03 |
|
| Grand Total | 10 | 34 | 13 | 57 |
(Release ID :74737)
SEBI (Depositories and Participants (Amendment) Regulations, 2011
Written By Views maker on Sunday, July 10, 2011 | 9:55 PM
NOTIFICATION
Mumbai, the 5th July, 2011
SECURITIES AND EXCHANGE BOARD OF INDIA
(DEPOSITORIES AND PARTICIPANTS) (AMENDMENT)
REGULATIONS, 2011
No. LAD-NRO/GN/2011-12/14/21219 -In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following Regulations to amend the Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, namely:-
1. These Regulations may be called the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2011.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In regulation 16, -
(i) in the marginal note, after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(ii) in sub-regulation (1), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted.
4. In regulation 18, -
(i) in sub-regulation (1), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(ii) in sub-regulation (2), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;.
5. In regulation 19, -
(i) in the marginal note, after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(ii) in the opening sentence, after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(iii) in clause (d), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted.
6. In regulation 20, -
(i) in the marginal note, after the words “certificate of” the word “initial” shall be inserted;
(ii) in sub-regulation (1), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(iii) in sub-regulation (2), after the words “certificate of” and before the word “registration” the word “initial” shall be inserted;
(iv) after sub-regulation (2), the following sub-regulation shall be inserted, namely: -
“(3) The certificate of initial registration granted under sub-regulation (1) shall be valid for a period of five years from the date of its issue to the applicant.”
7. Regulation 20A shall be substituted with the following regulations, namely: -
“20A. Grant of certificate of permanent registration.
(1) A participant who has been granted a certificate of initial registration may, three months before the expiry of the period of certificate of initial registration, make an application for grant of a certificate of permanent registration in Form E, through the depository in which it is a participant.
(2) The participant who has already been granted a certificate of registration or has obtained renewal of certificate of registration, prior to the commencement of the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2011, may, three months before the expiry of validity of certificate of registration or before, make an application for grant of a certificate of permanent registration in Form E, through the depository in which it is a participant.
(3) The application under sub-regulation (1) or sub-regulation (2) shall be accompanied by the application fees as specified in Part A of the Second Schedule and be paid in the manner specified in Part B thereof.
(4) The application for grant of a certificate of permanent registration shall be accompanied by details of the changes that have taken place in the information that was submitted to the Board while seeking initial registration or renewal, as the case may be, and a declaration stating that no changes other than those as mentioned in such details have taken place.
(5) The application for permanent registration made under sub-regulation (1) or (2) shall be dealt with in the same manner as if it were a fresh application for grant of a certificate of initial registration.
(6) The Board, on being satisfied that the applicant is eligible, shall grant a certificate of permanent registration in Form F and shall send an intimation to the applicant.
(7) On the grant of a certificate of permanent registration the participant shall be liable to pay registration fee as specified in the Second Schedule of these regulations, within a period of fifteen days of receipt of intimation from the Board.
(8) The participant shall pay annual fee as specified in the Second Schedule of these regulations.
20AA. Participants to abide by code of conduct.
The participant holding a certificate of initial or permanent registration shall, at all times, abide by the Code of Conduct as specified in Third Schedule.”
8. Regulation 21 shall be omitted.
9. Regulation 22 shall be omitted.
10. Regulation 23 shall be omitted.
11. In regulation 24, -
(i) in marginal note, after the words “certificate of” and before the word “registration” the words “initial or permanent” shall be inserted;
(ii) in sub-regulation (1), the words and figure “registration under regulation 16 or for its renewal under regulation 22″ shall be substituted with the words and figures “initial registration under regulation 16 or of permanent registration under regulation 20A”
12. In regulation 25, -
(i) in marginal note, the words “renew a certificate of” shall be substituted with the words “grant certificate of permanent”;
(ii) the words “registration as a participant” shall be substituted with the words “permanent registration” and the figure “24″ shall be substituted with the figure “20A”.
13. In First Schedule, -
(i) in Form E, -
(a) the word and figure “Regulation 16″ shall be substituted with the words, figures and sign “Regulation 16/Regulation 20A”.
(b) the words and sign “Application for grant of certificate of registration as participant” shall be substituted with the words and sign “Application for Grant of Certificate of Initial/Permanent Registration as Participant”
(c) in instruction clause (iv), the words “registration as participant or renewal of such” shall be substituted with the words “certificate of initial or permanent”.
(ii) in Form F, -
(a) the words and figure “regulation 20″ shall be substituted with the words, sign and figures “Regulation 20/ Regulation 20A”.
(b) the words “Certificate of Registration as participant” shall be substituted with the words and sign “Certificate of Initial/ Permanent Registration as Participant”.
(c) paragraph III shall be substituted with the following, namely:-
“III. This certificate of registration shall be valid from ….. to …. / for permanent, unless suspended or cancelled by the Board.”
14. In Second Schedule, reference to regulations shall be substituted with the words, figures and signs, “(see regulations 3, 7, 8, 16, 20, 20A)”.
15. In Third Schedule, in reference to regulation, the word and figure “20A” shall be substituted with the word and figure “20AA”.
U. K. SINHA
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA
Footnotes:
1. The principal regulations, Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996 were published in the Gazette of India, Part II on May 16, 1996 vide S.O. No. 345(E).
2. The Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, were subsequently amended on:
(a) February 7, 1997 by the SEBI (Depositories and Participants) (Amendment) Regulations, 1997 vide S.O. No. 91(E).
(b) September 5, 1997 by the SEBI (Depositories and Participants) (Second Amendment) Regulations, 1997 vide S.O. No. 640(E).
(c) January 5, 1998 by the SEBI (Depositories and Participants) (Amendment) Regulations, 1998 vide S.O. No. 18(E).
(d) January 21, 1998 by the SEBI (Depositories and Participants) (Second Amendment) Regulations, 1998 vide S.O. No. 76(E).
(e) May 20, 1999 by the SEBI (Depositories and Participants) (Amendment) Regulations, 1999 vide S.O. No. 357(E).
(f) July 7, 1999 by the SEBI (Depositories and Participants) (Second Amendment) Regulations, 1999 vide S.O. No. 546(E).
(g) September 21, 1999 by the SEBI (Depositories and Participants) (Third Amendment) Regulations, 1999 vide S.O. No. 775(E).
(h) December 26, 2000 by the SEBI (Depositories and Participants) (Amendment) Regulations, 2000 vide S.O. No. 1160(E).
(i) May 29, 2001 by the SEBI (Investment Advice by Intermediaries) (Amendment) Regulations, 2001 vide S.O. No. 476(E).
(j) September 27th, 2002 by the SEBI (Procedure for holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002 vide S.O. No. 1045(E).
(k) June 16, 2003 by the SEBI (Depositories and Participants) (Amendment) Regulations, 2003 vide S.O. No. 696(E).
(l) September 2, 2003 by the SEBI (Depositories and Participants) (Second Amendment) Regulations, 2003 vide S.O. No. 1014(E).
(m) October 1, 2003 by the SEBI (Depositories and Participants) (Third Amendment) Regulations, 2003 vide S.O. No. 1156(E).
(n) March 10th, 2004 by the SEBI (Criteria for Fit and Proper Person) Regulations, 2004 vide S.O. No. 398(E).
(o) June 10th, 2004 by the SEBI (Depositories and Participants) (Amendment) Regulations, 2004 vide S.O. No. 696(E).
(p) October 10th, 2007 by the SEBI (Depositories and Participants) (Amendment) Regulations, 2007 vide No. 11/LC/GN/2007/4485.
(q) March 17th, 2008 by the SEBI (Depositories and Participants) (Amendment) Regulations, 2008 vide F. No. 11/LC/GN/2008/20494.
(r) May 26, 2008 by the Securities and Exchange Board of India (Intermediaries) Regulations, 2008 vide Notification No. LAD/NRO/GN/2008/11/126538.
(s) August 8, 2008 by the SEBI (Depositories and Participants) (Second Amendment) Regulations, 2008 vide Notification No. LAD/NRO/GN/2008/18/134585.
(t) June 19, 2009 by the SEBI (Facilitation of Issuance of India Depository Receipts) (Amendment) Regulations, 2009 vide Notification No. LAD/NRO/GN/2009-2010/10/166936.
(u) April 13, 2011 by the Securities and Exchange Board of India (Change in Conditions of Registration of Certain Intermediaries) (Amendment) Regulations, 2011 vide Notification No. LAD/ NRO/ GN/ 2011-12/03/12650.
SEBI (Merchant Bankers) (Amendment) Regulations, 2011
NOTIFICATION
Mumbai, the 5th July, 2011
SECURITIES AND EXCHANGE BOARD OF INDIA
(MERCHANT BANKERS) (AMENDMENT) REGULATIONS, 2011
No. LAD-NRO/GN/2011-12/09/21233 - In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following Regulations to amend the Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992, namely:-
1. These Regulations may be called the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2011.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In regulation 2, in clause (ab), after the words “certificate of” and before the words “registration issued by the Board” the words “initial or permanent” shall be inserted.
4. In regulation 3,–
i. in the marginal note, after the word “certificate” the words “of initial registration” shall be inserted;
ii. in sub-regulation (1), after the word “certificate” and before the words “shall be made” the words “of initial registration” shall be inserted.
5. Regulation 8 shall be substituted with the following, namely:–
“8. Grant of certificate of initial registration.
1. The Board, on being satisfied that the applicant is eligible, shall grant a certificate of initial registration in Form B and shall send an intimation to the applicant.
2. The certificate of initial registration granted under sub-regulation (1) shall be valid for a period of five years from the date of its issue to the applicant.
3. The merchant banker who has already been granted certificate of registration by the Board, prior to the commencement of the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2011, and has not completed a period of three years, shall be deemed to have been granted a certificate of initial registration for a period of five years from the date of its certificate of registration, subject to payment of fee for the remaining period of two years, as prescribed in Schedule II of these regulations.
4. On the grant of a certificate of initial registration the merchant banker shall be liable to pay the fee in accordance with Schedule II of these regulations.”
6. After regulation 8, the following new regulation shall be inserted, namely:-
“8A. Grant of certificate of permanent registration.
1. The merchant banker who has been granted or deemed to have been granted a certificate of initial registration under regulation 8, may, three months before the expiry of the period of certificate of initial registration, make an application for grant of a certificate of permanent registration in Form A.
2. The merchant banker who has already been granted a certificate of registration by the Board and has completed a period of five years, on the date of commencement of the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2011, may, three months before the expiry of validity of certificate of registration or before, make an application for grant of a certificate of permanent registration in Form A.
3. An application under sub-regulation (1) or sub-regulation (2) shall be accompanied by a non-refundable application fee as specified in Schedule II of these regulations.
4. The application for grant of a certificate of permanent registration shall be accompanied by details of the changes that have taken place in the information that was submitted to the Board while seeking initial registration or renewal, as the case may be, and a declaration stating that no changes other than those as mentioned in such details have taken place.
5. The application for permanent registration made under sub-regulation (1) or (2) shall be dealt with in the same manner as if it were a fresh application for grant of a certificate of initial registration.
6. The Board, on being satisfied that the applicant is eligible, shall grant a certificate of permanent registration in Form B and shall send an intimation to the applicant.
7. On the grant of a certificate of permanent registration the merchant banker shall be liable to pay the fee in accordance with Schedule II of these regulations.”
7. Regulation 9 shall be omitted.
8. In regulation 9A, in sub-regulation (1),–
i. in the opening sentence the word “registration” shall be substituted with the words “initial registration” and the words and figure “renewal granted under regulation 9″ shall be substituted with the words and figure “permanent registration granted under regulation 8A”;
ii. in clause (b), the words “registration or renewal” shall be substituted with the words “initial registration or permanent registration”;
iii. in clause (d), the words “certificate or renewal thereof” shall be substituted with the words “initial registration or permanent registration”
9. Regulation 9B shall be omitted.
10. In regulation 10, -
i. in sub-regulation (1), the words and figures “under regulation 3 or of renewal under regulation 9″ shall be substituted with the words and figures “of initial registration under regulation 3 or of permanent registration under regulation 8A”.
ii. in sub-regulation (2), the word “registration” shall be substituted with the words “initial registration or permanent registration, as the case may be,”.
11. Regulation 11 shall be substituted with the following, namely: -
“11. Effect of refusal to grant certificate of permanent registration.
Any applicant, whose application for grant of a certificate of permanent registration has been refused by the Board, on and from the date of receipt of the communication, shall not carry on any activity as a merchant banker:
Provided that the Board may, in the interest of investors in the securities market, permit the merchant banker to carry on activities undertaken prior to the receipt of the intimation of refusal subject to such condition as the Board may specify.”
12. In Schedule I,–
i. in Form A,–
a. the word and figure “Regulation 3″ shall be substituted with the words, figures and sign “Regulation 3/Regulation 8A”;
b. the words and sign “Application for Grant of Certificate/ Renewal of Certificate” shall be substituted with the words and sign “Application for Grant of Certificate of Initial/ Permanent Registration”.
ii. in Form B,–
a. the word and figure “Regulation 8″ shall be substituted with the words, figure and sign “Regulation 8/Regulation 8A”.
b. the words “Certificate of Registration” shall be substituted with the words and sign “Certificate of Initial/Permanent Registration”.
c. paragraph III shall be substituted with the following, namely:–
“III. This certificate of registration shall be valid from …. to …. / for permanent, unless suspended or cancelled by the Board.”
13. In schedule II,–
i. paragraphs 1 and 2 shall be substituted with the following paragraphs, namely:–
“1. Every merchant banker shall pay a sum of thirteen lakhs thirty three thousand and three hundred rupees as registration fee at the time of grant of certificate of initial registration.
1A. A merchant banker referred to under sub-regulation (3) of regulation 8 shall pay fee for the remaining period of two years on pro rata basis to the fee prescribed under paragraph 2.
2. A merchant banker who has been granted a certificate of permanent registration, to keep its registration in force, shall pay a fee of five lakh rupees every three years from the sixth year from the date of grant of certificate of initial registration, or from completion of the period of renewed certificate of registration, as the case may be.”
ii. in paragraph 3,–
a. after clause (a), a new clause shall be inserted, namely: -
“(aa) The fee referred to in paragraph 1A shall be paid by the merchant banker three months before completion of the period of three years from the date of grant of certificate of initial registration, or within a period of three months from the date of notification of these regulations, as the case may be.”;
b. clause (b) shall be substituted with the following, namely: -
“(b) The fee referred to in paragraph 2 shall be paid by the merchant banker, at the time of grant of permanent registration, within fifteen days from the date of receipt of intimation from the Board under sub-regulation (6) of regulation 8A and thereafter the fee shall be paid three months before expiry of the block for which fee has been paid.”.
iii. in paragraph 3A, the words “renewal of registration under sub-regulation (1A) of regulation 9″ shall be substituted with the words “permanent registration under sub-regulation (1) or sub-regulation (2) of regulation 8A”.
iv. in paragraph 4, the word and figures “1, 2 and 3A” shall be substituted with the word and figures “1, 1A, 2 and 3A”.
U. K. SINHA
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA
Footnotes:
1. The principal regulations Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992 were published in Official Gazette of India on 22nd December, 1992 vide No.LE/11112/92.
2. The Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992 were subsequently amended on:
(a) September 7, 1995 by the Securities and Exchange Board of India (Merchant Bankers) Amendment Regulations, 1995 vide No. SEBI/LE/1/9/95;
(b) November 28, 1995 by the Securities and Exchange Board of India (Payment of Fees) Amendment Regulations, 1995 vide No. S.O. 939 (E);
(c) June 6, 1996 by the Securities and Exchange Board of India (Merchant Bankers) Amendment Regulations, 1996 vide SEBI/LE/III/5/96;
(d) December 9, 1997 by the Securities and Exchange Board of India (Merchant Bankers) Amendment Regulations, 1997 vide No. S.O. 837 (E);
(e) December 15, 1997 by the Securities and Exchange Board of India (Merchant Bankers) Amendment Regulations, 1997 vide No. S. O. 869(E);
(f) January 21, 1998 by the Securities and Exchange Board of India (Merchant Bankers) Amendment Regulations, 1998 vide No. S.O. 74 (E).
(g) September 30, 1999 by the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 1999 vide No. S.O. 799 (E).
(h) November 17, 1999 by the Securities and Exchange Board of India (Merchant Bankers) (Second Amendment) Regulations, 1999 vide No. S.O. 1119 (E).
(i) March 28, 2000 by the Securities and Exchange Board of India (Appeal to the Securities Appellate Tribunal) (Amendment) Regulations, 2000 vide No. S.O. 278 (E).
(j) May 29, 2001 by the Securities and Exchange Board of India (Investment Advice by Intermediaries) (Amendment) Regulations, 2001 vide No. S.O. 476 (E).
(k) September 27, 2002 by the Securities and Exchange Board of India (Procedure for Holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002 vide No. S.O. 1045 (E).
(l) October 1, 2003 by the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2003 vide No. S.O. 1154 (E).
(m) March 10, 2004 by the Securities and Exchange Board of India (Criteria for Fit and Proper Person) Regulations, 2004 vide S.O. No. 398(E).
(n) April 18, 2006 by the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2006 vide No. S.O. 560 (E).
(o) May 3, 2006 by the Securities and Exchange Board of India (Merchant Bankers) (Second Amendment) Regulations, 2006 vide No. S.O. 640 (E).
(p) September 7, 2006 by the Securities and Exchange Board of India (Merchant Bankers) (Third Amendment) Regulations, 2006 vide No. S.O. 1448 (E).
(q) May 28, 2007 by the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2007 vide Notification No.11/LC/GN/2007/2517.
(r) March 31, 2008 by the Securities and Exchange Board of India (Payment of Fees) (Amendment) Regulations, 2008 vide F. No. 11/LC/GN/2008/21669.
(s) May 26, 2008 by the Securities and Exchange Board of India (Intermediaries) Regulations, 2008 vide Notification No. LAD-NRO/GN/2008/11/126538.
(t) August 26, 2009 by the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 vide Notification No. LAD/ NRO/GN/2009-10/15/174471.
(u) April 13, 2010 by the Securities and Exchange Board of India (Merchant Bankers) (Amendment) Regulations, 2010 vide Notification No. LAD-NRO/GN/2010-11/04/1109.
(v) April 13, 2011 by the Securities and Exchange Board of India (Change in Conditions of Registration of Certain Intermediaries) (Amendment) Regulations, 2011 vide Notification No. LAD/ NRO/ GN/ 2011-12/03/12650.
SEBI (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2011
NOTIFICATION
Mumbai, the 5th July, 2011
SECURITIES AND EXCHANGE BOARD OF INDIA
(REGISTRARS TO AN ISSUE AND SHARE TRANSFER AGENTS)
(AMENDMENT) REGULATIONS, 2011
No. LAD-NRO/GN/2011-12/11/21228 - In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following Regulations to amend the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993, namely:-
1. These Regulations may be called the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2011.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In regulation 2, in clause (ba), the words “registration granted or renewed” shall be substituted with the words “initial or permanent registration granted”.
4. In regulation 3, -
(i) in the marginal note, after the word “certificate” the words “of initial registration” shall be inserted;
(ii) in sub-regulation (1), after the word “certificate” and before the words “shall be made” the words “of initial registration” shall be inserted.
5. Regulation 8 shall be substituted with the following, namely: -
“8. Grant of certificate of initial registration.
(1) The Board, on being satisfied that the applicant is eligible, shall send an intimation to the applicant mentioning the category for which the applicant has been found eligible for the grant of certificate of initial registration and grant a certificate in Form B.
(2) The certificate of initial registration granted under sub-regulation (1) shall be valid for a period of five years from the date of its issue to the applicant.
(3) The registrar to an issue or share transfer agent, who has already been granted a certificate of registration by the Board, prior to the commencement of the Securities and Exchange Board of India (Registrars to an Issue and Share transfer Agents) (Amendment) Regulations, 2011, and has not completed a period of three years, shall be deemed to have been granted a certificate of initial registration for a period of five years from the date of its certificate of registration, subject to payment of fee for the remaining period of two years, as prescribed under Schedule II of these regulations.
(4) The grant of certificate of initial registration shall be subject to payment of fee specified in regulation 12.”
6. After regulation 8, a new regulation shall be inserted, namely:-
“8A. Grant of certificate of permanent registration.
(1) The registrar to an issue or share transfer agent who has been granted or deemed to have been granted a certificate of initial registration under regulation 8, may, three months before the expiry of the period of certificate of initial registration, make an application for grant of certificate of permanent registration in Form A.
(2) The registrar to an issue or share transfer agent who has already been granted a certificate of registration by the Board and has completed a period of five years, on the date of commencement of the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2011, may, three months before the expiry of validity of certificate of registration, or before, make an application for grant of a certificate of permanent registration in Form A.
(3) An application under sub-regulation (1) or sub-regulation (2) shall be accompanied by a non-refundable application fee as specified in Schedule II of these regulations.
(4) The application for grant of a certificate of permanent registration shall be accompanied by details of the changes that have taken place in the information that was submitted to the Board while seeking initial registration or renewal, as the case may be, and a declaration stating that no changes other than those as mentioned in such details have taken place.
(5) The application for permanent registration made under sub-regulation (1) or (2) shall be dealt with in the same manner as if it were a fresh application for grant of a certificate of initial registration.
(6) The Board, on being satisfied that the applicant is eligible, shall grant a certificate of permanent registration in Form B and shall send an intimation to the applicant.
(7) The grant of certificate of permanent registration shall be subject to payment of fee specified in Schedule II of these regulations.”
7. Regulation 9 shall be omitted.
8. In regulation 9A, in sub-regulation (1), -
(i) in the opening sentence the word “registration” shall be substituted with the words “initial registration” and the words and figure “renewal granted under regulation 9″ shall be substituted with the words and figure “permanent registration granted under regulation 8A”;
(ii) in clause (c), the words “registration or renewal” shall be substituted with the words “initial registration or permanent registration”;
(iii) in clause (d), the words “certificate or renewal thereof” shall be substituted with the words “initial registration or permanent registration.”
9. Regulation 9B shall be omitted.
10. In regulation 10, -
(i) in sub-regulation (1), the words and figures “under regulation 3 or of renewal under regulation 9″ shall be substituted with the words and figures “of initial registration under regulation 3 or of permanent registration under regulation 8A”;
(ii) in sub-regulation (2), the words “or renew the certificate” shall be substituted with the words “initial registration or permanent registration, as the case may be,”.
11. Regulation 11 shall be substituted as follows, namely: -
“11. Effect of refusal to grant certificate of permanent registration.
The registrar to an issue or share transfer agent, whose application for grant of a certificate of permanent registration has been refused by the Board, on and from the date of the receipt of the communication, shall not carry on any activity as a registrar to an issue or share transfer agent:
Provided that the Board may, in the interest of investors in the securities market, permit the registrar to an issue or share transfer agent to carry on activities undertaken prior to the receipt of the intimation of refusal subject to such condition as the Board may specify.”
12. In regulation 12, in sub-regulation (1), the words “or renewal of a certificate” shall be substituted with the words “of initial or permanent registration, as the case may be,”.
13. In Schedule I, -
(i) in Form A, -
(a) the word and figure “Regulation 3″ shall be substituted with the words, figures and sign “Regulation 3/Regulation 8A”;
(b) the words and sign “Application for Registration as Registrars to Issue or Share Transfer Agents or Both” shall be substituted with the words and sign “Application for Initial/ Permanent Registration as Registrars to Issue or Share Transfer Agents or Both”.
(ii) in Form B, -
(a) the word and figure “Regulation 8″ shall be substituted with the words, figures and sign “Regulation 8/Regulation 8A”;
(b) the words “Certificate of Registration” shall be substituted with the words and sign “Certificate of Initial/Permanent Registration”;
(c) paragraph III shall be substituted with the following, namely:-
“III. This certificate of registration shall be valid from ….. to …. / for permanent, unless suspended or cancelled by the Board.”
14. In Schedule II, -
(i) paragraph 1 shall be substituted with the following paragraphs, namely:-
“1. Every registrar to an issue and share transfer agent, at the time of grant of certificate of initial registration, shall pay registration fee as specified below:
(a) A registrar to an issue and share transfer agent falling under category I, as specified in sub-regulation (2) of regulation 3, shall pay fee of four lakh rupees;
(b) A registrar to an issue and share transfer agent falling under category II, as specified in sub-regulation (2) of regulation 3, shall pay fee of one lakh thirty three thousand and three hundred rupees.
1A. A registrar to an issue and share transfer agent referred to under sub-regulation (3) of regulation 8 shall pay fee for the remaining period of two years on pro rata basis of the fee prescribed under paragraph 1AA, as applicable to their respective class.
1AA. A registrar to an issue and share transfer agent who has been granted a certificate of permanent registration, to keep its registration in force, shall pay registration fee, every three years from the sixth year from the date of grant of certificate of initial registration, or from completion of the period of renewed certificate of registration, as the case may be, as specified below:
(a) A registrar to an issue and share transfer agent falling under category I, as specified in sub-regulation (2) of regulation 3, shall pay a fee of one lakh and fifty thousand rupees;
(b) A registrar to an issue and share transfer agent falling under category II, as specified in sub-regulation (2) of regulation 3, shall pay a fee of fifty thousand rupees.”
(ii) in paragraph 2, -
(a) after clause (a), a new clause shall be inserted, namely: -
“(aa) The fee referred to in paragraph 1A shall be paid by the registrar to an issue and share transfer agent within a period of three months before completion of the period of three years from the date of grant of certificate of initial registration, or within a period of three months from the date of notification of these regulations, as the case may be.”
(b) clause (b) shall be substituted with the following, namely: -
“(b) The fee referred to in paragraph 1AA shall be paid, at the time of grant of permanent registration, within fifteen days from the date of receipt of intimation from the Board and thereafter the fee shall be paid three months before expiry of the block for which fee has been paid.”.
(iii) in paragraph 2A, the words “renewal of registration under sub-regulation (1A) of regulation 9″ shall be substituted with the words “permanent registration under sub-regulation (1) or sub-regulation (2) of regulation 8A”.
(iv) in paragraph 3, the word and figures “1 and 2A” shall be substituted with the word and figures “1, 1A, 1AA and 2A”.
U. K. SINHA
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA
Footnotes:
1. The principal regulations Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 were published in Official Gazette of India on May 31, 1993 vide F.No.SEBI/LE/5/93.
2. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 were subsequently amended on:
(a) November 28, 1995 by the Securities and Exchange Board of India (Payment of Fees) (Amendment) Regulations, 1995 vide No. S.O. 939 (E);
(b) September 17, 1997 by Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 1997 vide No. S.O. 660 (E).
(c) January 5, 1998 by the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 1998 vide No. S.O. 14 (E).
(d) September 30, 1999 by the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 1999 vide No. S.O. 796 (E).
(e) November 17, 1999 by Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Second Amendment) Regulations, 1999 vide No. S.O. 1120 (E).
(f) March 28, 2000 by the Securities and Exchange Board of India (Appeal to Securities Appellate Tribunal) (Amendment) Regulations, 2000 vide No. S.O. 278 (E).
(g) May 29, 2001 by the Securities and Exchange Board of India (Investment Advice by Intermediaries) (Amendment) Regulations, 2001 vide No. S.O. 476 (E).
(h) September 27, 2002 by the Securities and Exchange Board of India (Procedure for Holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002 vide No. S.O. 1045 (E).
(i) October 1, 2003 by the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2003 vide No. S.O. 1157 (E).
(j) March 10, 2004 by the Securities and Exchange Board of India (Criteria for Fit and Proper Person) Regulations, 2004 vide S.O. No. 398(E).
(k) September 7, 2006 by the Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2006 vide S.O. No. 1452 (E).
(l) May 26, 2008 by the Securities and Exchange Board of India (Intermediaries) Regulations, 2008 vide Notification No. LAD/NRO/GN/2008/11/126538.
(m) August 26, 2009 by the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 vide Notification No. LAD/NRO/GN/2009-10/15/174471.
(n) April 13, 2011 by the Securities and Exchange Board of India (Change in Conditions of Registration of Certain Intermediaries) (Amendment) Regulations, 2011 vide Notification No. LAD/ NRO/ GN/ 2011-12/03/12650.