In exercise of the powers conferred by sections 4, 8A and 31 of the Securities Contracts

5394 GI/202 3 (1) रजिस्ट्री सं. डी.एल.- 33004/99 REGD. No . D. L. -33004/99 EXTRAORDINARY PART III—Section 4 PUBLISHED BY AUTHORITY No. 584] NEW DELHI , TUES DAY , AUGUST 22, 2023/ SHRAVANA 31, 1945 CG-MH-E-23082023-248243 SECURITIES AND EXCHANGE BOARD OF INDIA NOTIFICATION Mumbai, the 22nd August , 2023 SECURITIES CONTRACTS (REGULATION ) (STOCK EXCHANGES AND CLEARING CORPORATIONS) (THIRD AMENDMENT) REGULATIONS, 2023 No. SEBI/LAD -NRO/GN/2023 /148.—In exercise of the powers conferred by sections 4, 8A and 31 of the Securities Contracts (Regulation) Act, 1956, read with sections 11 and 30 of the Securitie s and Exchange Board of India Act, 1992 , the Board hereby makes the following regulations to further amend the Securities Contracts (Regulation ) (Stock Exchange s and Clearing Corporations) Regulations, 2018, namely: — 1. These Regulations may be called the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) ( Third Amendment) Regulations, 2023. 2. They shall come into force on the date of their publication in the Official Gazette. 3. In the Securities Contracts ( Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 , — I. regulation 2 0 shall be substituted with the following, namely, - “Requirement and criteria of fit and pro per 20(1) (a) The ‘fit and proper person’ criteria shall apply to the applicant, recognised stock exchange, recognised clearing corporation, its shareholders, directors and key management personnel at all times. (b) The recognised stock exchange or recogni sed clearing corporation shall ensure that all its shareholders, directors and key management personnel are fit and proper persons at all times. (2) For the purpose of these regulations , an applicant, a recognised stock exchange or a recognised clearing c orporation shall be deemed to be a fit and proper person , if - (a) such a 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) honest y; (b) such a person has not incurred any of the following disqualifications — (i) conviction of the person by a court for any economic offence or an offence of the securities laws; (ii) an Order for winding up has been passed against the person ; (iii) the person has been declared insolvent and has not been discharged; (iv) an Order; restraining, prohibiting or debarring the person, from dealing in securities or from accessing the securi ties market, has been passed by the Board and a period of three y ears from the date of the expiry of the period specified in the Order has not elapsed; (v) any other Order against the person which has a bearing on the securities market, has been passed by the Board and a period of three years from the date of th e Order has not elapsed: Provided that for the purpose of sub -clauses (iv) and (v), any Order passed by the Board, against a recognised stock exchange or recognised clearing corporation shall not affect the operation of such recognised stock exchange or re cognised clearing corporation unless expressly mentioned in the Order. (vi) the Board has initiated recovery proceedings under the Act or the Securities and Exchange Board of India Act, 199 2 (15 of 1992) that are pending; (vii) the person is not financial ly sound or has been categorized as a wilful defaulter; and (viii) any other disqualificat ion as may be specified by the Board from time to time. (3) For the purpose of these regulations, the shareholders, directors or key management personnel of the recog nised stock exchange or recognised clearing corporation, shall be deemed to be fit and proper if , - (a) they fulfil the criteria specified under sub -regulation (2) of this regulation ; and (b) they have not been found to be of unsound mind by a co urt of co mpetent jurisdiction and have not been declared a fugitive economic offender; and (c) they have not been convicted of an offence involving moral turpitude. (4) If any director or key management personnel of a recognised stock exchange or recognised clearin g corporation is not deemed to be fit and proper under sub -regulation (3) , the recogni sed stock exchange or recognised clearing corporation shall replace such a person within thirty days from the date of such disqualification, failing which the fit and pro per person criteria may be invoked against the recognised stock exchange or recognised clearing corporation. (5) Any disqualification of the recognised stock exchange or recognised clearing corporation under sub - regulation (2) shall not have any bearing on the fit and proper status of the directors or key management personnel unless the directors or key management personnel are also found to incur the same disqualification in the said matter . (6) An order passed against the person by any other regulatory authority may be taken into account by the Board while determining the fit and pro per person criteria . (7) If any question arises on t he decision of a recognised stock exchange or recognized clearing corporation as to whether a person is a fit and pro per person, the decision of the Board on such question shall be final. ” II. In regulation 23, in sub -regulation (1 4), (i) in clause (a), the words “comprise of” , wherever they occur, shall be substituted with the words “consist of” . (ii) In the proviso to clause (b ), the words “comprises of” shall be substituted with the words “consists of” III. In Schedule II, in Part B, in Item I, in clause (i), in sub-clause (ii), the words “comprises of” shall be substituted with the words “consists of”. BABITHA RAYUDU , Executive Dir ector [ADVT. -III/4/Exty./ 367/2023 -24] Footnote: 1. The Securities Contracts ( Regulation) (Stock Exchanges and Clearing Corporations ) Regulations, 2018 were published in the Gazette of India on 3rd October 2018 vide No. SEBI/LAD -NRO/GN/2018/41 . 2. The Securities Contracts ( Regulation) ( Stock Exchanges and Clearing Corporations ) Regulations, 2018 were subsequently amended on– (a) 4th June, 2019 , by the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Amendment) Regulations, 2019 vide No. SEBI/LAD -NRO/GN/2019/21. (b) 17th April , 2020 , by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulati ons, 2020vide No. SEBI/LAD -NRO/GN/2020/10. (c) 8th October, 2020, by the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Amendment ) Regulations , 2020 vide No . SEBI/LAD -NRO/GN/2020/32. (d) 23rd March, 2021, by the Securities Contract s (Regulation) (Stock Exchanges and Clearing Corporations) (Amendment ) Regulations, 2021 vide No. SEBI/LAD -NRO/GN/2021/12. (e) 13th August, 2021, by the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Second Amendment) Regulations, 2021 vide No. SEBI/LAD -NRO/GN/2021/44. (f) 12th August 2022, by the Securities Contracts (Regulation) (Stock Exchanges and Clea ring Corporations) (Amendment) Regulations, 2022 vide No. SEBI/LAD -NRO/GN/2022/93. (g) 15th November, 2022, by the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Second Amendment) Regulations, 2022 vide No. SEBI/LAD -NRO/GN/2022/ 104. (h) 2nd March , 2023 , by the Securities Contracts (Regulation) (Stock Exchan ges and Clearing Corporations) (Amendment) Regulations, 2023 vide No. SEBI/LAD -NRO/GN/2023/124. (i) 24th July, 2023, by the Securities Contracts (Regulation) (Stock Exchan ges and Clear ing Corporations) (Second Amendment) Regulations, 2023 v ide No. SEBI/LAD -NRO/GN/2023/139 . Uploaded by Dte. of Printing at Government of India Press, Ring Road, Mayap uri, New Delhi -110064 and Published by the Contro ller of Publications, Delhi -110054.