SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 11th August, 2022
SECURITIES CONTRACTS (REGULATION) (STOCK EXCHANGES AND CLEARING CORPORATIONS) (AMENDMENT) REGULATIONS, 2022
No. SEBI/LAD-NRO/GN/2022/93.—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 Securities and Exchange Board of India Act, 1992, Board hereby makes the following regulations to further amend the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018, namely:—
1. These Regulations may be called the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) (Amendment) Regulations, 2022.
2. They shall come into force on date of their publication in the Official Gazette.
3. In the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018,—
I. Regulation 22C shall be substituted with the following regulation, namely,—
“22C. (1) The governing board of a recognized limited purpose clearing corporation shall include:
(a) nominee directors;
(b) independent directors;
(c) managing director; and
(d) such other directors as may be specified by the Reserve Bank of India or the Board from time to time.
(2) The representative of the issuers of debt securities may be appointed on the governing board of the recognized limited purpose clearing corporation on a rotational basis and such a director shall be deemed to be a nominee director.
Explanation.—For the purpose of sub-regulation (2), the representative of the issuers of debt securities during a financial year shall be one of the top three issuers, which are public sector undertakings, based on their issue size in the preceding financial year.”
II. Regulation 22F shall be substituted with the following regulation, namely,—
“Dispute resolution Mechanism
22F. The recognized limited purpose clearing corporation shall put in place a dispute resolution mechanism, for settlement of disputes or claims arising out of transactions cleared and settled by it, in the manner as specified by the Board in consultation with the Reserve Bank of India.”
III. after regulation 22F, the following regulations shall be inserted, namely,—
“General Provisions
22G. (1) The limited purpose clearing corporation shall ensure compliance with the provisions of these regulations as well as directions issued by the Reserve Bank of India.
(2) In cases of different compliance requirements as specified under the provisions of these regulations and the directions issued by the Reserve Bank of India, the compliance requirements shall be made applicable to the limited purpose clearing corporation after consultation with the Reserve Bank of India.
22H. In case the limited purpose clearing corporation is required to obtain the prior approval of the Board and the Reserve Bank of India, the limited purpose clearing corporation shall obtain the prior approval of the Board before seeking approval from the Reserve Bank of India.”
IV. in regulation 23,
i. in clause (c) of sub-regulation (1), the symbol “.” shall be substituted with the symbol “:”
ii. after clause (c) of sub-regulation (1), the following proviso shall be inserted, namely, —
“Provided that for the purpose of limited purpose clearing corporation, the nominee director shall be treated as a shareholder director and the independent director shall be treated as a public interest director.”
iii. in sub-regulation (4), the symbol “.” shall be substituted with the symbol “:”
iv. after sub-regulation (4), the following proviso shall be inserted, namely,—
“Provided that in case of a limited purpose clearing corporation, the managing director shall not be included in the category of shareholder directors.”
V. in sub-regulation (3) of regulation 24,
i. the symbol “.” in the second proviso shall be substituted with the symbol “:”.
ii. after second proviso, the following proviso shall be inserted, namely,—
“Provided further that in case of a limited purpose clearing corporation, the maximum age limit shall be seventy years or as may be specified by the Reserve Bank of India or the Board from time to time.”
VI. in sub-regulation (6) of regulation 27, the words “comprise of” shall be substituted with the words “consist of”.
VII. in regulation 29,
i. in sub-regulations (2) and (3), after the word “comprising”, the word “of” shall be omitted.
VIII. after clause (1) of para VI of Part-H of the Schedule-II, the following clause shall be inserted, namely,—
“(1A) The limited purpose clearing corporation shall complete the appointment process for the managing directors within thirty days from the date of approval of the Reserve Bank of India and submit a compliance report within one week from the date of appointment.”
MADHABI PURI BUCH, Chairman
[ADVT.-III/4/Exty./221/2022-23]
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) Regulations, 2020 vide 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 Contracts (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.
