Amendment in Articles of Association the Cochin Stock Exchange Ltd. - S.O. No.14(E)-SEBI/SMD/11/3/93(E) - SEBI

SECURITIES AND EXCHANGE BOARD OF INDIA NOTIFICATION Bombay, the 11 th day of January, 1994 S.O. 14(E) SEBI/SMD/11/3/93(E).- Whereas in exercise of the powers conferred by sub-section (1) of section 8 of the Securities Contracts (Regulation) Act, 1956 (42 of 1956) (hereinafter referred to us the Act ) the Securities and Exchange Board of India (hereinafter referred to as SEBI) by and order dated 20th April, 1993 (hereinafter referred to as the statutory order ) directed the stock exchanges mentioned in the Schedule thereto to amend their respective Rules. Articles of Association, to provide for certain matters with a view of protect the interest of the investors and to promote the development of and to regulate the securities markets and in particular the stock exchange : And whereas the Cochin Stock Exchange Ltd. a recognized stock exchange having its registered office at Veekshanam Road, Erankulam, Cochin-682035 (hereinafter referred to as Cochin Stock Exchange ) was also required by the said statutory order to take steps to amend its Articles of Association to provide for matters mentioned therein. And whereas the Cochin Stock Exchange has pursuant to the said statutory order amended some of its Articles of Association but failed to amend Articles 105, 106 and 130 to provide for the matters specified in clauses 1, 3 and 7 respectively of the said statutory order and thereby failed to comply with the said statutory order within the specified period of six months; Now therefore, pursuant to the powers delegated to SEBI under Section 29A of the Act, and in exercise of the powers conferred by sub-section (2) of section 8 of the Act In particular and also in exercise of the powers conferred by Section 11 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), SEBI hereby makes the following amendments to Articles 105, 106 (iii)(b) and 130(a) (b) of the Articles of Association of the Cochin Stock Exchange as proposed in the said statutory order. (1) Article 105- The existing Article 105 shall be substituted by the following:- The affairs the Exchange shall be managed by the Council of Management comprising of 13 members and be constituted in accordance with the provisions of Article 106. (2) Article 106- In Article 106 the following amendments shall be made :- A. In sub-clause (iii)(b) of Article 106 as amended by the stock exchange and approved by the Board the word preferably with appearing after the words professional competence shall be substituted by the word and B. A new proviso shall be inserted after clause (iv) in Article 106 as follows :- Provided that where a person has been a member elected for two consecutive terms on the Council of Management, he shall not oiler himself for re-election for a further period of two years. (3) Article 130- In Article 130 as recently amended the following substitutions and addition shall be made :- A. (i) In clause (a), sub-clause (ii) the words and Disciplinary Committee shall be deleted. (ii) In clause (a) sub-clause (ii) the proviso beginning with the words Provided that sixty percent and ending with the words approval of the Board shall be deleted. (iii) In clause (a), sub-clause (iii) the words Grievance Committee shall be substituted by the words Disciplinary Committee . (iv) In clause (a), a new sub-clause (iv) be added as follows :- (iv) Grievance Committee . B. The existing clause (b) shall be substituted as follows :- The Committees referred to in sub-clauses (i), (ii) and (iii) of clause (a) above shall consist of not more than forty per cent who shall be nominated from among the members of the Exchange and the balance sixty per cent shall be nominated from persons other than members of the Exchange with the prior approval of the Board. The above amendments to the Articles of Association shall come into force from the date of their publication in the Official Gazette as if the same have been amended by the Cochin Stock Exchange Ltd. Dated at Bombay this 11 th day of January, 1994. [F. No. 1/173/SE/93] G. V. RAMAKR1SHNA, Chairman