TMI Blog2012 (4) TMI 753X X X X Extracts X X X X X X X X Extracts X X X X ..... ders of the company by issuing preferential warrants and underlying shares thereby contravening various regulatory provisions. The appellant claims to be the largest shareholder of respondent 2 in the category of public shareholders with current shareholding of the appellant said to be 24.98 per cent of the expanded issued and paid up capital. The Board looked into the complaints and, vide letter dated June 20, 2008, informed the appellant that respondent 2 had not committed violation of any of the provisions of the regulations under the Securities and Exchange Board of India Act, 1992 (the Act). The said communication reads as under :- Sub:- Your complaint in the matter of public offer for acquisition of 20.12% of equity share capital o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... respondents before this Tribunal as their respective representations and pass a reasoned order. This suggestion was made keeping in view the fact that the impugned communication does not contain reasons. The learned counsel for the respondent Board has sought instructions and states that, in the peculiar facts and circumstances of the present case, the respondent Board is agreed to consider the memorandum of appeal and the response of the respondents as their respective representations and pass a reasoned order. He has further clarified that in order to put an end to the issue, the Board shall not afford personal hearing to any of the parties. We are in agreement with the learned counsel for the respondent Board in this regard. However, th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... no. 55 of 2011 decided on 29.8.2011). (SAT) 2. B.P. Kanani vs. SEBI (Appeal no. 6 of 2000 decided on 31.8.2000). (SAT) 3. Jassbhai Motibhai Desai vs. Roshan Kumar AIR 1976 SC 578. 4. Adi Pherozshah Gandhi vs. H.M. Seervai (1970) 2 SCC 484. 5. Harinarayan G. Bajaj vs. SAT (2003) 42 SCL 548 Bom. (HC) 3. Mr. P.N. Modi, learned counsel for respondent 2 supported the stand taken by the respondent Board and also relied on the decision of this Tribunal in the case of BPL Limited vs. SEBI (Appeal no. 14 of 2001 decided on June 20, 2002). It was submitted by him that a person is aggrieved by a decision only when it operates directly and injuriously upon his personal, pecuniary or proprietary rights. When a complaint is examined by the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... busy body of meddlesome interloper nor acting in the name of pro bono publico. The impugned order is affecting the rights of the appellant. The Board has given its findings in the impugned order and thus, it becomes an appealable order. In support of his contention, learned senior counsel relied on the order passed by this Tribunal in the case of National Securities Depository Limited (Appeal no. 207 of 2005 decided on September 29, 2006) and submitted that there is no limitation in Section 15T of the Act and it has to be interpreted in its widest term making every order passed by the Board appealable, whether it be in exercise of its administrative, legislative or judicial/quasi judicial powers. He has also placed reliance on the order pas ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... th the consent of the parties. The words an order are not defined in the Act. Black's Law Dictionary (Sixth Edition) defines the word order to mean a mandate; precept; command or direction authoritatively given; rule or regulation; direction of a court or judge made or entered in the writing, and not included in a judgment which determines some point or directs some step in proceedings. An order is primarily a decision which has the effect of a command, whether called by such name or not and is distinguishable from an advise or request by the nature of the consequence that may flow from the non implementation of the same. Therefore, the words an order used in the aforesaid provision are comprehensive enough to include every ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sion taken by the Board which adversely affect the rights of the parties (emphasis supplied). It has been categorically stated in the said order that procedural orders which do not affect the substantive rights of the parties are not appealable. Similarly, in case of Gammon India Limited the appeal was preferred not by the complainant but by the company against whom action was initiated by the Board on the basis of complaint. 6. Let us have a look at the background in which the impugned order was passed by the Board. The appellant made certain complaints to the Board against respondent 2, its promoters and the promoter group in respect of allotment of warrants by the company to certain entities, who, according to the appellant, were the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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