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TMI BlogOrder 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.X X X X Extracts X X X X X X X X Extracts X X X X ..... mit 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of Section 4B of the SCRA. 2.2 "Governing Board" means the Board of Directors of Madhya Pradesh Stock Exchange Limited. 2.3 "Madhya Pradesh Stock Exchange" (MPSE) means an unincorporated association of persons having its principal place of business at "Palika Plaza"' Phase -II, 201, IInd floor, M. T. H. Compound, Indore - 452 001 and recognized as Stock Exchange under the SCRA by and under notification No. 1/101/SE/88 dated 22/12/88. 2.4 "Madhya Pradesh Stock Exchange Limited" (MPSEL) means the company incorporated in pursuance of clause 3 of this Scheme for the purpose of assisting, regulating or controlling the business of buying, selling or dealing in securities as a recognized stock exchange and to succeed MPSE. 2.5 "Member" means a person who is a member of MPSE as per the register of members maintained by it. 2.6 "Shareholder" means a person who holds any equity share(s) of MPSEL. 2.7 "Trading Member" means a stock broker of MPSEL and registered with SEBI as such under the SEBI (Stock Brokers and Sub-Brokers) Regulations 1992. 2.8 Words and expressions used and not defined in this Scheme but defined in the Securities and Exchange Board of India Act, 1992, the Depositor ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on, offer, issue or allotment to the public. 6. Listing of Shares of MPSEL MPSEL may at any time list its securities on any recognised stock exchange. 7. Transfer to MPSEL Pursuant to this Scheme, on and from the Due Date: 7.1 all assets, properties, undertakings, business, books, records, registers, funds, reserves, rights including intangible rights, powers, authorities, interest, privileges, exemptions, permissions, licenses, registrations and recognitions (including, in particular, the recognition of MPSE as a recognized stock exchange under the SCRA) of or belonging to or in the possession or control of MPSE or to which MPSE may be entitled, including those held by any trustee in trust for MPSE or for the Members or for the objects and purposes of MPSE, and including those vested in or held by any committee of MPSE, shall stand transferred to and shall vest in and shall be in the possession or control of and shall become the entitlement of MPSEL, and MPSEL shall have the same right, title and interest therein or thereto as MPSE and such trustees or committees had immediately prior to the Due Date. 7.2 All obligations and liabilities of MPSE shall stand transferred to and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ight by that person: Provided that different standards may be followed for admission of a person as a trading Member who has acquired Trading Right by way of transmission. 9.5 A Trading Member may surrender his membership to MPSEL in the manner specified in the Rules, Bye-Laws and Regulations of MPSEL. 9.6 Irrespective of the date or mode of acquisition of trading right, the Trading Members shall have uniform rights and privileges: Provided that MPSEL may, with the prior approval of SEBI, grant additional privileges to those Trading Members who were Members on the day preceding the Due Date. 9.7 Trading Members on the Due Date shall continue to have the same rights and privileges in respect of their clients and constituents and other members arising out of or under any act, omission or contract or law, notification, order, direction etc. as had accrued to them while being Members on or before the Due Date. 9.8 Trading Members shall be bound by all obligations and liabilities towards their clients and constituents, SEBI, MPSE and other authorities or other persons arising out of or under any act, omission or contract or law, notification, order, direction etc. while being Memb ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Scheme, transferred to it under clause 7 of this Scheme or the proceeds from disposal of such assets or the proceeds from disposal of successive species of assets acquired from the proceeds of disposal of such assets for any purpose other than discharging the current liabilities outstanding as on the date of publication of this Scheme or for the business operations of stock exchange. 15. Compliance with this Scheme 15.1 MPSE and MPSEL, as the case may be, shall ensure compliance with the provisions of this Scheme at all times and shall not do anything contrary to the provisions of this Scheme. 15.2 Without prejudice to the generality of the provisions in 15.1, MPSE and MPSEL, as the case may be, shall continuously comply with the provisions in clauses 4.2, 9.3, 9.4, 9.5, 9.6, 10.2, 10.3 and 14. 15.3 MPSE and MPSEL, as the case may be, shall report compliance with the provisions of this Scheme in such manner as may be required by SEBI from time to time. 16. Removal of Difficulties If any difficulty arises in giving effect to the provisions of this Scheme, SEBI may, at the written request of MPSE or MPSEL, as the case may be, relax any of the provisions of this Scheme. ****** ..... X X X X Extracts X X X X X X X X Extracts X X X X
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