Companies Act Section 24 — Power of Securities and Exchange Board to regulate issue and transfer of securities, etc
CHAPTER III PROSPECTUS AND ALLOTMENT OF SECURITIES
Commercial / Corporate
Summary
Sub-section (1) sets out who is responsible for administering the rules in this Chapter, Chapter IV, and section 127. Under clause (a), if those rules relate to the issue and transfer of securities, or to the non-payment of dividend, by companies that are listed on a recognised stock exchange in India or that intend to get listed, then the Securities and Exchange Board (SEBI) administers them by making regulations, except where this Act provides otherwise. Under clause (b), for all other cases, the Central Government administers those rules.
The Explanation clarifies that all powers relating to other matters, such as prospectus, return of allotment, redemption of preference shares, and any other matter specifically provided for in this Act, are to be exercised by the Central Government, the Tribunal, or the Registrar, depending on the case.
Sub-section (2) states that for the matters specified in sub-section (1) and for matters delegated to it under the proviso to sub-section (1) of section 458, SEBI exercises the powers given to it under sub-sections (1), (2A), (3), and (4) of section 11, and sections 11A, 11B, and 11D of the Securities and Exchange Board of India Act, 1992.
Official Text
(1) The provisions contained in this Chapter, Chapter IV and in section 127 shall,—
(a) in so far as they relate to —
(i) issue and transfer of securities; and
(ii) non-payment of dividend, by listed companies or those companies which intend to get their securities listed on any recognised stock exchange in India, except as provided under this Act, be administered by the Securities and Exchange Board by making regulations in this behalf;
(b) in any other case, be administered by the Central Government.
Explanation.—For the removal of doubts, it is hereby declared that all powers relating to all other matters relating to prospectus, return of allotment, redemption of preference shares and any other matter specifically provided in this Act, shall be exercised by the Central Government, the Tribunal or the Registrar, as the case may be.
(2) The Securities and Exchange Board shall, in respect of matters specified in sub-section (1) and the matters delegated to it under proviso to sub-section (1) of section 458, exercise the powers conferred upon it under sub-sections (1), (2A),
(3) and
(4) of section 11, sections 11A, 11B and 11D of the Securities and Exchange Board of India Act, 1992 (15 of 1992).