GAZETTE OF INDIA
EXTRA-ORDINARY
PART II - SECTION 3- SUB-SECTION (ii)
PUBLISHED BY AUTHORITY
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 29th August, 2005
SECURITIES AND EXCHANGE BOARD OF INDIA, MUMBAI
ORDER UNDER SECTION 4B (6) READ WITH SECTION 4B (7) OF THE SECURITIES CONTRACTS (REGULATION) ACT, 1956 IN THE MATTER OF THE MADHYA PRADESH STOCK EXCHANGE (CORPORATISATION AND DEMUTUALISATION) SCHEME, 2005.
S. O. 1201 (E). 1.0 The Madhya Pradesh Stock Exchange (hereinafter referred to as the ‘MPSE), is an Association of Persons and a recognised stock exchange having its principal place of business at “Palika Plaza”’ Phase –II, 201, IInd floor, M. T. H. Compund, Indore – 452 001. It is required to be corporatised and demutualised in accordance with the provisions of the Securities Contracts (Regulation) Act, 1956 (hereinafter referred to as ‘the SCRA’).
2.0 The MPSE, vide its email dated February 15, 2005, submitted a scheme for its corporatisation and demutualisation for approval to the Securities and Exchange Board of India (hereinafter referred to as the ‘SEBI’) in terms of sub-section (1) of section 4B of the SCRA. SEBI vide its letter dated May 25, 2005 advised MPSE to submit a revised scheme taking into account those provisions of the BSE (Corporatisation and Demutualisation) Scheme, 2005, which may be applicable and relevant to MPSE.
3.0 Thereafter, MPSE, vide its letter dated June 24, 2005, submitted a revised Scheme for its corporatisation and demutualisation. SEBI made enquiries and obtained information from MPSE through a meeting on July 22, 2005. Based on the discussions during the said meeting, MPSE desired to submit a further revised scheme.
4.0 Accordingly, MPSE, vide its letter dated July 27, 2005, submitted a further revised Scheme for its corporatisation and demutualisation (hereinafter referred to as the ‘Scheme’) for approval to SEBI in accordance with the provisions of the SCRA.
5.0 The Scheme, inter alia, provides for succession of MPSE, being an Association of Persons, by a company limited by shares to be incorporated under the Companies Act, 1956 under the name and style of the ‘Madhya Pradesh Stock Exchange Limited’ for the purpose of assisting, regulating or controlling the business of buying, selling or dealing in securities as recognized stock exchange, the segregation of ownership and management from the trading rights of the members, restriction on voting rights of shareholders who are also trading members, composition of the Governing Board etc. in accordance with the provisions of Section 4B(6) of the SCRA, utilisation of assets and reserves and other matters required for the purpose of and in connection with the corporatisation and demutualisation of MPSE.
6.0 SEBI, having considered the Scheme and on being satisfied that it would be in the interest of the trade and also in the public interest, hereby approves the Scheme with minor modifications. The approved Scheme is enclosed as Annexure - A.
7.0 MPSE shall ensure compliance with the Scheme within the time as specified in the Scheme and shall not do anything contrary to the provisions of Scheme and submit compliance report to SEBI in the manner as may be specified by SEBI.
8.0 SEBI reserves the right to amend, alter or modify the Scheme in the interest of the trade and the public interest and in furtherance of the objectives of the demutualisation of the stock exchange.
9.0 The Scheme shall come into effect on the day of its publication in the Official Gazette.
F. No. SEBI/MRD/48111 /2005
M. DAMODARAN
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA
Encl: Annexure - A