Power of Securities and Exchange Board to regulate issue and transfer of securities :

This section 24 of the Companies Act, 2013 seeks to provide that issue and transfer of securities etc of the listed companies or companies which intend to get their securities listed, shall be administered by SEBI and the Central Government, as required. The section says that-

(1) The provisions contained in this Chapter III (Prospectus and allotment), Chapter IV(share capital and debenture) and in section 127(Punishment for failure to distribute dividends) shall-

(a) where the provisions relate to- (i) issue and transfer of securities; and (ii) nonpayment of dividend, by listed companies or those companies which intend to get their securities listed on any recognised stock exchange in India, be administered by the Securities and Exchange Board by making regulations in this behalf;

(b) in any other case, be administered by the Central Government.

The sections further explains that all powers relating to all other matters with respect to prospectus, return of allotment, redemption of preference shares and any other matter specifically provided in this Act, shall be exercised by the Central Government, the Tribunal or the Registrar, as the case may be.

(2) The Securities and Exchange Board shall, in respect of matters specified above and the matters delegated to it under proviso of section 458(1) [provisions relating to the forward dealing and the Insider trading], exercise the powers conferred upon it by the Securities and Exchange Board of India Act, 1992.

Whereas any difficulties have arisen regarding compliance with the provisions of section 24, section 58 and section 59 of the 2013 Act in so far as they relate to exercise of certain powers by the Tribunal, during the period the Tribunal is duly constituted under the 2013 Act; the Ministry of Corporate Affairs with respect to it issued an order called as, the Companies (Removal of Difficulties) Order, 2013 on 20th September, 2013.

By this order Ministry clarified that until a date is notified by the Central Government under section 434(1) of the Companies Act, 2013 for transfer of all matters, proceedings or cases to the Tribunal constituted under Chapter 28 of the Companies Act, 2013, till then, the Board of Company Law Administration shall exercise the powers of the Tribunal under sections 24, 58 and section 59 in pursuance of the second proviso to section 465(1) of the Companies Act, 2013.