1. The provisions contained in this Chapter, Chapter IV and in section 127 shall,
a. in so far as they relate to:—
i. issue and transfer of securities; and
ii. non-payment of dividend, by listed companies or those companies which intend to get their securities listed on any recognised stock exchange in India, except as provided under this Act, 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.
Explanation.- —For the removal of doubts, it is hereby declared that all powers relating to all other matters relating 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 in subsection (1 ) and the matters delegated to it under proviso to sub-section (1 ) of section 458, exercise the powers conferred upon it under sub-sections (1 ), (2A), (3) and (4 ) of section 11, sections 11A, 11B and 11D of the Securities and Exchange Board of India Act, 1992.
Legal Commentary & Landmark Judgments: Section 24
Section 24 demarcates the regulatory jurisdiction between SEBI and the Central Government (MCA), vesting SEBI with exclusive authority over the issue, transfer, and non-payment of dividend in listed or proposed-to-be-listed companies.
In corporate capital raising disputes, determine whether the security offer crossed the private placement threshold of 200 persons. If exceeded, invoke Section 24 and the *Sahara* precedent to establish SEBI's jurisdiction to mandate immediate refund of deposits.