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FOR PURCHASE OF SHARES OF LISTED STOCK EXCHANGE, Schemes and Mind Maps of Media Writing

Annexure to Contract Note (to be issued to clients who have purchased shares of Listed Stock exchange)

Typology: Schemes and Mind Maps

2022/2023

Uploaded on 12/05/2023

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Annexure FOR PURCHASE OF SHARES OF LISTED STOCK EXCHANGE
I/We undertake that in case our purchasee is for such number of Equity Shares, as may result in
my/our shareholding (either directly or indirectly and including existing shareholding, if any), either
individually or together with person acting in concert, exceeding 5% of the post-Offer paid-up equity
share capital of the Exchange (Equity Share Capital), I/we will submit a clear legible copy of the
approval from SEBI, for such acquisition, to the trading member at least one Working Day prior to
purchase date.
Further, I/we understand that all purchases by me/us shall be in accordance with such SEBI approval
and that if I/we fail to submit such approval within the above time period, the trading member will not
place buy order of shares of listed stock exchange.
I/We undertake that in case purchase is for such number of Equity Shares, as may result in my/our
shareholding (either directly or indirectly and including existing shareholding, if any), either individually
or together with person acting in concert, exceeding 2% of the Equity Share Capital, I/we will seek an
approval from SEBI for such acquisition within 15 days of such acquisition.
I/We undertake that if I/we do not receive the requisite approvals from SEBI, we will forthwith divest
any excess shareholding.
I/We confirm that if I/We am/are a trading or clearing member or an associate and/or agent of a
trading or clearing member of a recognised stock exchange, I /We shall ensure that my/ our details
are updated on the electronic interface provided by the stock exchange (i.e. the electronic member
interface provided by the stock exchange to its trading members to update the relevant details relating
to associates and agents, not being the bidding system), and that I/We shall be considered for
Allotment on a proportionate basis in a manner such that the total shareholding in the Exchange of all
trading or clearing members, their associates and agents does not exceed 49% of the Equity Share
Capital on the date of allocation.
I/We hereby confirm that I/We am/are a fit and proper person in terms of Regulations 19 and 20 of the
SECC Regulations 2012, as amended.
I/ We confirm the following in this regard:
a) I/ We, or our directors/ partners have not been convicted by a Court for any offence involving
moral turpitude, economic offence, securities laws or fraud;
b) no order for winding up has been passed against me/ us;
c) Neither I/ We our directors/ partners, have been declared insolvent and have been discharged;
d) no order, restraining, prohibiting or debarring me/ us or our directors/ partners, from dealing in
securities in the capital market or from accessing the capital market has been passed by SEBI
or any other regulatory authority wherein a period of three years from the date of the expiry of
the period specified in the order has not elapsed;
e) no order against me/ us or our directors/ partners, which has a bearing on the capital market,
has been passed by SEBI or any other regulatory authority wherein a period of three years
from the date of the order has not elapsed;
f) I/we have not been found to be of unsound mind by a court of competent jurisdiction and the
finding is in force
g) I/ We are financially sound;
Signature
Name
Client Code
PAN
pf3

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Annexure FOR PURCHASE OF SHARES OF LISTED STOCK EXCHANGE

I/We undertake that in case our purchasee is for such number of Equity Shares, as may result in my/our shareholding (either directly or indirectly and including existing shareholding, if any), either individually or together with person acting in concert, exceeding 5% of the post-Offer paid-up equity share capital of the Exchange (“Equity Share Capital”), I/we will submit a clear legible copy of the approval from SEBI, for such acquisition, to the trading member at least one Working Day prior to purchase date.

Further, I/we understand that all purchases by me/us shall be in accordance with such SEBI approval and that if I/we fail to submit such approval within the above time period, the trading member will not place buy order of shares of listed stock exchange.

I/We undertake that in case purchase is for such number of Equity Shares, as may result in my/our shareholding (either directly or indirectly and including existing shareholding, if any), either individually or together with person acting in concert, exceeding 2% of the Equity Share Capital, I/we will seek an approval from SEBI for such acquisition within 15 days of such acquisition.

I/We undertake that if I/we do not receive the requisite approvals from SEBI, we will forthwith divest any excess shareholding.

I/We confirm that if I/We am/are a trading or clearing member or an associate and/or agent of a trading or clearing member of a recognised stock exchange, I /We shall ensure that my/ our details are updated on the electronic interface provided by the stock exchange (i.e. the electronic member interface provided by the stock exchange to its trading members to update the relevant details relating to associates and agents, not being the bidding system), and that I/We shall be considered for Allotment on a proportionate basis in a manner such that the total shareholding in the Exchange of all trading or clearing members, their associates and agents does not exceed 49% of the Equity Share Capital on the date of allocation.

I/We hereby confirm that I/We am/are a fit and proper person in terms of Regulations 19 and 20 of the SECC Regulations 2012, as amended.

I/ We confirm the following in this regard:

a) I/ We, or our directors/ partners have not been convicted by a Court for any offence involving moral turpitude, economic offence, securities laws or fraud; b) no order for winding up has been passed against me/ us; c) Neither I/ We our directors/ partners, have been declared insolvent and have been discharged; d) no order, restraining, prohibiting or debarring me/ us or our directors/ partners, from dealing in securities in the capital market or from accessing the capital market has been passed by SEBI or any other regulatory authority wherein a period of three years from the date of the expiry of the period specified in the order has not elapsed; e) no order against me/ us or our directors/ partners, which has a bearing on the capital market, has been passed by SEBI or any other regulatory authority wherein a period of three years from the date of the order has not elapsed; f) I/we have not been found to be of unsound mind by a court of competent jurisdiction and the finding is in force g) I/ We are financially sound;

Signature Name Client Code PAN

Annexure to Contract Note (to be issued to clients who have purchased shares of Listed Stock exchange)

Regulations 19 and 20 of the SECC Regulations 2012, as amended

Eligibility for acquiring or holding shares.

  1. (1) No person shall, directly or indirectly, acquire or hold equity shares of a recognised stock exchange or recognised clearing corporation unless he is a fit and proper person. (2) Any person who, directly or indirectly, either individually or together with persons acting in concert, acquire equity shares such that his shareholding exceeds two per cent. of the paid up equity share capital of a recognised stock exchange or recognised clearing corporation shall seek approval of the Board within fifteen days of the acquisition. (3) A person eligible to acquire or hold more than five per cent. of the paid up equity share capital under sub- regulation (2) of regulation 17 and sub-regulation (2) of regulation 18 may acquire or hold more than five per cent. of the paid up equity share capital of a recognised stock exchange or a recognised clearing corporation only if he has obtained prior approval of the Board. (4) Any person holding more than two per cent. of the paid up equity share capital of the recognised stock exchange or the clearing corporation on the date of commencement of these regulations, shall ensure compliance with this regulation within a period of ninety days from the date of such commencement. (5) If approval under sub-regulation (2) or (3) is not granted by the Board to any person, such person shall forthwith divest his excess shareholding. (6) Any person holding more than two per cent. of the paid up equity share capital in a recognised stock exchange or a recognised clearing corporation, as the case may be, shall file a declaration within fifteen days from the end of every financial year to the recognised stock exchange or recognised clearing corporation, as the case may be, that he complies with the fit and proper criteria provided in these regulations.

Fit and proper criteria.

  1. (1) For the purposes of these regulations, a person shall be deemed to be a fit and proper person if—

(a) such person has a general reputation and record of fairness and integrity, including but not limited to— (i) financial integrity; (ii) good reputation and character; and (iii) honesty; (b) such person has not incurred any of the following disqualifications— (i) the person, or any of its whole time directors or managing partners, has been convicted by a court for any offence involving moral turpitude or any economic offence or any offence against the securities laws; (ii) an order for winding up has been passed against the person; (iii) the person, or any of its whole time directors or managing partners, has been declared insolvent and has not been discharged; (iv) an order, restraining, prohibiting or debarring the person, or any of its whole time directors or managing partners, from dealing in securities or from accessing the securities market, has been passed by the Board or any other regulatory authority, and a period of three years from the date of the expiry of the period specified in the order has not elapsed; (v) any other order against the person, or any of its whole time directors or managing partners, which has a bearing on the securities market, has been passed by the Board or any other regulatory authority, and a period of three years from the date of the order has not elapsed; (vi) the person has been found to be of unsound mind by a court of competent jurisdiction and the finding is in force; and (vii) the person is financially not sound.

(2) If any question arises as to whether a person is a fit and proper person, the Board’s decision on such question shall be final.

Annuexure to Contract Note: Applicable to trading in securities of listed Depositories on the Exchange