TMI Blog2019 (3) TMI 884X X X X Extracts X X X X X X X X Extracts X X X X ..... n there is a specific provision cannot be accepted. There is no doubt that when there is a specific provision then it must be governed by that provision and not by the general provision (in terms of the latin maxim “generalia specialibus non derogant”) i.e. to say whenever a specific remedy is made available in law, the other remedy, more general in nature, necessarily gets excluded. In our view, this principle of a specific remedy would exclude the general remedy would not be applicable in the instant case. This sound principle of jurisprudence, namely, that a special provision on a matter excludes the matter of a general provision on that matter cannot be applied in a situation when there are two provisions dealing with remedies in filing an appeal. When there is a plurality of remedies, the principle of specific provision excluding the general provision by necessary implication will not be applicable. In the instant case, there is no conflict between the two provisions namely Section 21A and Section 23L. Even if the two remedies happen to be inconsistent, they continue for the person concerned to choose from, until he elects one of them. In this regard, the doctrine of electi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed:- 25-2-2019 - Mr Tarun Agarwala, Presiding Officer And Dr. C.K.G. Nair, Member For The Appellant : Mr. Akshit Jain, Advocate with Ms. Rinku Valanju, Advocate i/b R.V. Legal For The Respondent : Mr. Jitendra Motwani, Advocate with Mr. Abhiraj Arora, Mr. Vivek Shah and Mr. Chirag Shetty, Advocates i/b ELP ORDER Per: Justice Tarun Agarwala 1. The appellant is a listed company and its securities got delisted on the platform of the respondent on 25.06.2001. The respondent vide its notice dated 18.10.2016 suspended the trading in securities of the appellant company for non-compliance of listing requirements. Since no steps were taken by the appellant company for revocation of the suspension, a show cause notice dated 26.04.2018 was issued calling upon the appellant to show cause as to why the securities of the appellant company should not be compulsorily delisted from the platform of the respondent. The respondent BSE Limited by the impugned order dated 26.06.2018 issued an order compulsorily delisting the securities of the appellant company. The appellant being aggrieved by the computation of the fair value of the shares at ₹ 9.07 per equity ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of Revenue Trivandrum and Another, (1964) 4 SCR 280. 4. It was also contended that if an appeal is preferred under Section 21A(2) the said appeal can be preferred only with the stipulated period prescribed therein and that the delay in filing the appeal beyond the stipulated time cannot be condoned by the Tribunal. In support of this contention the learned counsel placed reliance on a decision of the Supreme Court in the matter of Singh Enterprises Vs. Commissioner of Central Excise, Jamshedpur And Others (Civil Appeal No. 5949 of 2007), decided on 14.12.2007 and in the matter of S.P. Perumal Vs. V. Ramasamy and Others (Company Appeal (AT) No. 263 of 2018) decided on 08.01.2019, the National Company Law Appellate Tribunal, New Delhi. 5. We have heard Shri Akshit Jain the learned counsel for the appellant and Shri Jitendra Motwani the learned counsel for the respondent 6. Before dealing with the submissions raised by the learned counsel for the respondent it would be essential to peruse the provisions of the SCRA. 7. Section 21A provides for delisting of securities. For facility, the said provision is extracted hereunder: Delisting of securities. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tion is prescribed which is different from the period prescribed in the Limitation Act. Therefore, Section 22D of the SCRA cannot be come to the aid in extending the period of limitation under 21A(2) because the provision of the Limitation Act only apply as far as may be . For facility, the provision of Section 22D of SCRA is extracted hereunder: Limitation. 22D . The provisions of the Limitation Act, 1963 (36 of 1963) shall, as far as may be, apply to an appeal made to a Securities Appellate Tribunal. 9. In view of the aforesaid, we are of the view that when there is a special provision for filing an appeal within a stipulated period the provision of Section 5 of the Limitation Act will not apply. Our view is fortified by a decision of the Supreme Court in Bengal Chemists Druggists Association Vs. Kalyan Chowdhury (2018) 3 SCC 41 decided on 02.02.2018. The Supreme Court held: 4) A cursory reading of Section 421(3) makes it clear that the proviso provides a period of limitation different from that provided in the Limitation Act, and also provides a further period not exceeding 45 days only if it is satisfied that the appellant was prevented ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ies and Exchange Board of India may prefer an appeal before this Tribunal within forty five days. The proviso to Section 23L further indicates that the appeal can be entertained after the expiry of the forty five days if the Tribunal is satisfied that there was sufficient cause for not filing the appeal within the stipulated period. Thus, a wide discretion is given to the Tribunal to condone the delay after forty five days for which purpose the provision of Section 24D would apply. 11. In this regard, at this stage it may be pointed out that Section 21A and Section 23L were both inserted in the SCRA by the Securities Laws (Amendment) Act, 2004, w.e.f. 12.10.2004. Both the provisions came into force simultaneously w.e.f. 12.10.2004. Section 21A and Section 23L provides a provision for filing an appeal against the decision of a stock exchange. At this stage, we also need to take a look at the provisions of Securities Contracts (Regulation) (Appeal to Securities Appellate Tribunal) Rules, 2000 (hereinafter referred to as the Rules of 2000) which have been framed in exercise of the powers conferred by Section 30 read with Section 22A of the SCRA, 1956. Rule 2(b) of the Rules of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f sufficient cause is shown to the Tribunal. 12. Having given our thoughtful consideration in the matter and upon perusing the provisions of Section 21A and Section 23L, we are of the opinion that the provision of Section 23L are wide enough to embrace an appeal filed against a decision of delisting. Section 23L cannot be given a narrow interpretation so as to exclude the exercise which are covered by Section 21A. The argument of the respondent that, if the matter is covered by Section 21A then Section 23L would be inapplicable by necessary implication especially when there is a specific provision cannot be accepted. There is no doubt that when there is a specific provision then it must be governed by that provision and not by the general provision (in terms of the latin maxim generalia specialibus non derogant ) i.e. to say whenever a specific remedy is made available in law, the other remedy, more general in nature, necessarily gets excluded. In our view, this principle of a specific remedy would exclude the general remedy would not be applicable in the instant case. This sound principle of jurisprudence, namely, that a special provision on a matter excludes the matter of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... construction would be applicable when there is a conflict between two provisions. The Rule of construction is well settled namely, that when there are, in an enactment, two provisions which cannot be reconciled with each other, they should be so interpreted, that if possible, effect should be given to both. This is known as harmonious construction. A familiar approach in such cases is to find out which of the two apparently conflicting provisions is more general and which is more specific and to construe the more general one so as to exclude the more specific. The question as to the relative nature of the provisions general or special has to be determined with reference to the area and extent of their application either generally or specially in a particular situation. The principle is expressed in the maxim generalia specialibus non derogant which means general things do not derogate from special things and generalia specialibus derogant which means that special things derogate from general things i.e. to say if a special provision is made on a certain matter, that matter is excluded from the general provision. 15. There is another aspect. Securities and Exchange Board of I ..... X X X X Extracts X X X X X X X X Extracts X X X X
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