Capital markets regulator Securities and Exchange Board of India
(SEBI) on 21 June 2012 notified new rules for ownership and governance
of stock exchanges to encourage the setting up of new bourses and enable
exchanges to get listed. The amendments were announced following the
legal tussle between the regulator and MCX Stock Exchange, which had
earlier sought approval to start an equity platform.
The new norms require the recognised stock exchange to have a minimum
net worth of Rs 100 crore at all times and at least 51 per cent of
stake has to be held by public.
The ownership of a single investor
was capped at 5% with an exemption for stock exchanges, depositories,
insurance and banking companies and public financial institutions, which
has been permitted to hold up to 15 per cent. The shareholders who
hold stake in excess of the new limits would have to comply with new
norms within a period to be decided by SEBI and such period could be of
up to three years.
SEBI also specified that direct and indirect exposure to any stock
exchange will be considered while calculating the prescribed
shareholding limit. The new rules permits stock exchanges to list on any
recognised stock exchange other than itself and its associated stock
exchanges, within three years of commencing operations.
It was
highlighted that for a stock exchange that is not listed, an FII may
acquire shares through transactions outside of a recognised stock
exchange provided it is not an initial allotment of shares. For listed
bourses, the FIIs can transact through the exchange where the shares are
listed. The market regulator had earlier in April 2012 approved changes
to the Manner of Increasing and Maintaining Public Shareholding (MIMPS)
in recognised stock exchanges at a board meeting.
SEBI is currently in the process of formulating minimum listing
standards for listing of companies on stock exchanges. A Conflicts
Resolution Committee or CRC will be formed by SEBI with a majority of
external and independent members to deal with all issues concerning
conflicts of interest with respect to listing of companies. The CRC will
first consider matters of policy and guidelines involving conflict
issues and then recommend standards relevant to the areas of potential
conflict in exchanges.
With respect to listing the market regulator mentioned that a
recognised stock exchange may apply for listing of its securities on any
bourse other than itself and its associated stock exchange, provided
they comply with the new regulations of ownership and governance and
also has completed three years of continuous trading operations and has
got SEBI’s approval. The shares of a recognised stock exchange and a
recognised clearing corporation is required to be in demat form, while
clearing corporation cannot hold any right, stake or interest in an
exchange.
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