State Bank of India General (Amendment) Regulations, 2013

In exercise of the powers conferred by section 50 of the State Bank of India Act, 1955 (23 of 1955), the Central Board, after consultation with the Reserve Bank and with the previous sanction of the Central Government, hereby makes the following regulations, further to amend the State Bank of India General Regulations, 1955, namely:-

1. (1)These regulations may be called the State Bank of India General (Amendment) Regulations, 2013.

(2)They shall come into force on the date of their publication in the Official Gazette.

2. In regulation 2 of the State Bank of India General Regulations, 1955 (hereinafter referred to as the principal regulation), -

(i) after sub-clause (a), the following shall be inserted, namely: -

'(aa) "Company" means a company as defined in section 2 of the Companies Act, 2013 (18 of 2013), or a body corporate incorporated under any other law for the time being in force, and unless there is anything repugnant in the subject or context, includes a Co-operative Society;';

(ii) after sub-clause (b), the following shall be inserted, namely:-

'(c) "SEBI" means Securities and Exchange Board of India established under the Securities and Exchange Board

of India Act, 1992 (15 of 1992);

(d) "SEBI regulation" means any regulations or guidelines made or issued by the SEBI in accordance with the

Securities and Exchange Board of India Act, 1992 (15 of 1992).'.

3. In the principal regulation, after regulation 3, the following regulations shall be inserted, namely:-

"3A. Share Capital - (1) The share capital of the State Bank shallconsist of equity share capitalor equity and preference share capital.

(2) Equity share capital is that part of share capital, which is not preference share capital.

(3) Preference share capitalis that part of share capital which fulfils the following conditions namely:-

(a) that as respects dividends, it carries a preferential right to be paid a fixed amount or an amount calculated at fixed rate or floating rate, which may be either free of or subject to income-tax; and

(b) that as respect capital, it carries or will carry, on winding up, to repayment of capital, a preferential right to be repaid the amount of the capital paid-up or deemed to have been paid up, whether or not there is preferential right to the payment of either or both of the following amounts, namely:-

(i) any money remaining unpaid, in respect of the amounts specified in clause (a) up to the date of winding up or repayment of capital, and

(ii) any fixed premium or premium on any fixed scale, specified by the Central Board or its Executive Committee with the previous sanction of the Central Government.

3B. Procedure for increasing issued capital by the issue of equity or preference shares - The issued capital may be increased in accordance with the procedure, determined by the Central Board with due reference to the relevant SEBI regulation in respect of issue of capital:

Provided that the issue of preference shares shall be in accordance with the guidelines framed by the Reserve Bank.

3C. Manner of accepting money for issued capital, forfeiture and reissue of shares - (1) The Central Board or its Executive Committee may, from time to time, make such calls as it thinks fit upon the shareholders in respect of all monies remaining unpaid on the shares held by them whether on account of nominal value of shares or by way of premium, which are by the conditions of allotment not made payable at fixed times, by giving not less than fourteen days notice for payment thereof and each shareholder shall pay the amount of every call so made on him at the time and place appointed by the Central Board or its Executive Committee or on such subsequent date as may be fixed by the Central Board or its Executive Committee. A call may be made payable by instalments and shall date back to the time when the resolution of the Central Board or its Executive Committee authorising such call was passed:

Provided that before the time fixed for payment of such call the Central Board or its Executive Committee may by notice in writing to the shareholder extend the time fixed for the payment or revoke the notice of call.

(2) If the sum payable in respect of any call or instalment is not paid on or before the day appointed for payment thereof, the holder for the time being or allottee of the share in respect of which a call has been made or the instalment is due, shall pay interest on such sum at such rate as the Central Board or its Executive Committee may fix from time to time, from the day appointed for the payment thereof to the time of actual payment, but the Central Board or its Executive Committee may for reasons to be recorded in writing, waive wholly or in part, payment of such interest.

(3) (a) If any shareholder fails to pay the whole or any part of any call or instalment or any money due in respect of any shares either by way of principal or interest up to the day appointed for the payment thereof, the State Bank may at any time thereafter, if the call or instalment or any part thereof or other monies remain unpaid in whole or in part, serve a notice of forfeiture on such shareholder or on the person (if any) entitled to the share by transmission, requiring him to pay such call or instalment or such part thereof or other monies which remain unpaid together with any interest that may have accrued due.

(b) A notice of forfeiture shall statea date not being less than fourteen days from the date of notice and the time and place at which such call or instalment or interest remaining unpaid are to be paid and in the event of non-payment of the amount due upto the date fixed for payment, the share or shares in respect of which the call was made and the amount was due, shall be liable to be forfeited.

(4) If the shareholder or any other person on whom a notice of forfeiture has been served fails to comply with the same, the shares in respect of which the notice of forfeiture was given, may at any time after the date fixed for payment may be forfeited by a resolution of the Central Board or its Executive Committee and such forfeiture shall include all unpaid dividends in respect of the forfeited shares.

(5) Any share so forfeited shall be deemed to be the property of the State Bank and may be sold, re-allotted or otherwise disposed of to any person upon such terms and in such manner as the Central Board or its Executive Committee may decide.

(6) The State Bank may receive the consideration, if any, given for the share on any sale, re-allotment or other disposition thereof and the person to whom such share is sold, re-allotted or disposed of may be registered as the holder of the share and shall not be bound to see to the application of the consideration, if any, nor shall his title to the share be affected by any irregularity or invalidity in the proceedings in reference to the forfeiture, sale, re-allotment or other disposal of the share and the remedy of any person aggrieved by the sale shall be in damages only and against the State Bank exclusively.

(7) The Central Board or its Executive Committee may, at any time, before any share so forfeited under sub-regulation (4), have been sold, re-allotted or otherwise disposed of, annul the forfeiture thereof upon such conditions as it may think fit.

(8) Any shareholder whose shares have been forfeited shall, notwithstanding the forfeiture, be liable to pay and shall forthwith pay to the State Bank all calls, instalments, expenses and other monies owing upon or in respect of such shares at the time of forfeiture with interest thereon from the time of forfeiture until payment at such rate as may be specified by the Central Board or its Executive Committee and the Central Board or its Executive Committee may enforce the payment of the whole or a portion thereof.

(9) Neither a judgment nor a decree in favour of the State Bank for calls or other monies due in respect of any shares nor any payment or satisfaction thereunder nor the receipt by the State Bank of a portion of any money which shall be due from any shareholder from time to time in respect of any shares either by way of principal or interest nor any indulgence granted by the State Bank in respect of payment of any money shall preclude the forfeiture of such shares under these regulations.

(10) A certificate in writing signed by the person duly authorised by the State Bank, that the forfeiture of the share was made by a resolution of the Central Board or its Executive Committee to that effect, shall be conclusive evidence of the fact stated therein as against all persons entitled to such shares.

(11) When any share has been forfeited under sub-regulation (4), an entry of the forfeiture with the date thereof shall be made in the register.

(12) The forfeiture of a share shall extinct, at the time of the forfeiture, all interest in and all claims and demands against the State Bank, in respect of the share and all other rights incidental to the share, except only such of those rights expressly waived by these regulations.

(13) Upon any sale, re-issue, re-allotment or other disposal of forfeited shares in accordance with the sub-regulations, certificate(s) originally issued in respect of the relative shares shall (unless the same shall on demand by the State Bank have been previously surrendered to it by the defaulting shareholder) stand cancelled and become null and void and be of no effect.

(14) The Central Board or its Executive Committee shall be entitled to issue a new certificate or certificates in respect of the said shares to the person or persons entitled thereto.

(15) The joint holders of a share shall be jointly and severally liable to pay all calls in respect thereof.

(16) Subject to other provisions of these regulations, no shareholder shall be entitled to receive any dividend or to exercise any right of a shareholder until he has paid all...