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TMI Blog2022 (3) TMI 1540X X X X Extracts X X X X X X X X Extracts X X X X ..... pany. The respondent is entitled to levy fee for the purpose of revocation of suspension of trading in securities and the same is binding on companies desirous of such revocation. The Byelaw also empowers the respondent to reinstate suspended securities subject to conditions as it deems fit. Further in Clause 43 of the Listing Agreement the respondent is entitled to levy reinstatement fee upon companies seeking revocation of suspension of trading in securities. We do not find any error in the interim order passed by the Delisting Committee. The appeal fails and is dismissed with no order as to costs. - Appeal No. 550 of 2021 - - - Dated:- 24-3-2022 - Justice Tarun Agarwala Presiding Officer And Justice M. T. Joshi Judicial Member Mr. Gautam Tiwari, Advocate with Mr. Tasneem Khatau, Advocate i/b. Probus Legal for the Appellant Mr. Tomu Francis, Advocate with Ms. Zarnaab Aswad, Advocate i/b. Khaitan Co. for the Respondent ORDER Per : Justice Tarun Agarwala, Presiding Officer 1. The present appeal has been filed against the interim order dated February 11, 2021 passed by the Delisting Committee of the respondent BSE Ltd. wherein the company w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed entity/ company is duty bound to pay/deposit all such fees/ charges, as applicable, to the Exchange. Pursuant to its listing on the platform of the Exchange, the listed entity/ company consented to and is obligated to make the payment of requisite annual listing fee till the time the securities are listed on the platform of the Exchange. Further, under Section 9(2) (o) of the SCR Act, recognized Stock Exchanges have been conferred the power to make Bye-laws, which can provide for the levy and recovery of fees, fines and penalties. We find that the applicable provisions of the Respondent s Bye-laws and Regulations provide that an entity listed on the Stock Exchange platform is required to pay the Respondent, the listing fee, failing which, the Respondent can suspend trading in the listed entity s securities, and such suspension can be revoked subject to compliance with the specified conditions as provided by the Respondent, including payment of the prescribed reinstatement fee. Further, under Section 21 of the SCR Act, an entity listed on the platform of a recognized Stock Exchange is required to comply with the conditions of listing contained in the Listing Agreement. It is nota ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to time. 3.1A7 The Exchange shall, for the purpose of revocation of suspension of trading in securities, prescribe fees from time to time, which shall be binding on the companies and the companies shall be required to pay the same for revocation of suspension. Listing Agreement executed between the Appellant and the Exchange (Exhibit K to the Appeal) 38 a) Payment of Listing Fees: The Company agrees that as soon as its securities are listed on Exchange, it will pay to the Stock Exchange an Initial Listing fee as prescribed in Schedule II hereto annexed and made a part thereof, and that thereafter, so long as the securities continue to be listed on Stock Exchange, it will pay to the Exchange on or before the 30th April, in each year an Annual Listing Fee computed on the basis of the capital of the Company as on 31st March and worked out as provided in Schedule II hereto annexed. The company also agrees that it shall pay the additional Annual Listing Fee, at the time of making application for listing of securities arising out of further issue, as is computed in terms of Schedule II annexed hereto for any addition in the capital after 31st March. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... securities of the appellant continues to remain listed during the suspension period the appellant is, thus, not liable to pay any reinstatement fee to the Exchange is incorrect. In this regard, we find that reinstatement fee is one of the requirements for purpose of revocation of suspension in the trading of securities. This requirement of payment of reinstatement fee is also gathered from the Circular dated December 19, 1994 issued by SEBI and Master Circular of listing dated January 18, 2019 wherein it becomes obligatory for a Company whose securities continue to be listed at the Exchange to pay annual listing fee as well as reinstatement fee for considering revocation of suspension in trading in the securities of the company. 9. The method of calculation of reinstatement fee has been provided in the norms of revocation which states as under:- Verification of compliances: The companies are required to comply with extant revocation norms and provisions of the SEBI (listing obligations and disclosure requirements) Regulations, 2015 which inter-alia include the following inter-alia include the following: 7. Payment of Fees: Payment of applicable r ..... X X X X Extracts X X X X X X X X Extracts X X X X
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