submission of annual returns for financial year 2019-20

Circular no.: MCX/MEM/841/2020 November 13, 2020

________________________________________________________________________

Submission of Annual Returns for Financial Year 2019-20

________________________________________________________________________

In terms of Business Rule 12.7 of the Business Rules of the Exchange, Members are notified

as under:

1. Members are required to submit their Annual Returns (including Financial Strength Details) latest by January 31, 2021 for the Financial Year ended March 31, 2020.

2. Kindly refer below mentioned Annexures for submission of Annual Returns and other relevant information:

I] Documents to be uploaded on https://member.mcxindia.com :

Sr. No.

Name of Document Annexure No. (Format)

1. Networth Certificate and Computation of Networth as on March

31, 2020 based on Audited Accounts.

1

2. Audited Accounts (Financial Statements*) as on March 31, 2020

i.e. Balance Sheet along with its Schedules/Notes, Profit & Loss

Account, Auditor’s Report & Director’s Report (as applicable) * in the format as prescribed under Companies Act, 2013.

-

3. NISM Certificate of Compliance Officer -

4. Broker Indemnity Insurance Policy -

5. Statutory Auditor Undertaking 2

6. Standard Undertaking 3

7. Member Profile Details** - To be downloaded from MCX

Member Profile Interface (MMPI)

-

8. Shareholding Pattern of Holding Company(s), Ultimate Holding

Company and Entity extending Corporate Support to DPG (as applicable)-Certified by Practicing CA/CS.

4a / 4b / 4c

**Members are required to update complete details in MMPI Portal

(https://memprofile.mcxindia.com) before downloading, printing on letter head and

uploading the scan copy of the same under the tab “Annual Returns - Member Profile

Details” on https://member.mcxindia.com. Please ensure that all pages of Member Profile

details are signed by Designated Director / Managing Partner / Designated Partner /

Proprietor (as applicable). Further, the same should also be signed by Practicing Chartered

Accountant / Company Secretary, wherever specified in the formats.

II] Additional Documents to be uploaded*

*In case current details of Shareholding/Sharing pattern /Directors/Partners differs

from the details available in MMPI Portal:

Sr. No. Name of Additional Documents Annexure

No. (as

applicable)

1. Details of Shareholding/ Sharing pattern (Certified by Practicing

CA/CS).

4a / 4b / 4c

2. Details of Directors / Partners (Certified by Practicing CA/CS). 5a / 5b / 5c

https://member.mcxindia.com/

https://memprofile.mcxindia.com/


III] Other relevant information

Sr. No. Other relevant information

Refer Annexure

1. Minimum Networth requirement of the Members 6

2. Details regarding Actions for Non-Compliances 7

3. Procedure for online submission of Annual Returns and Details of

Financial Strength of Members

8

4. Guidelines pertaining to Statutory Auditor/s 9

3. Members who have not undertaken any trade from April 01, 2019 till the date of

submission of Annual Returns are required to upload only the following documents

Sr. No.

Name of Document

Refer Annexure

1. Networth Certificate and Computation of Networth as on March

31, 2020 based on Audited Accounts.

1

2. Audited Accounts (Financial Statements) as on March 31, 2020

i.e. Balance Sheet along with its Schedules/Notes, Profit &

Loss Account, Auditor’s Report & Director’s Report (as applicable)

-

3. Member Profile Details {Refer point 2 (I) (7) above} -

4. Undertaking 10

4. Members are requested to take note of the following:

i. Members having accounting year ending on any date other than March 31 are

required to submit Annual Returns within a period of six months from the close of accounting year followed by them. Such Members are required to inform about

the different accounting year followed by them within 15 days of this circular.

ii. Members are required to submit financial statements in the same format as

prescribed under Companies Act, 2013 irrespective of whether they fall under the

purview of Companies Act, 2013 or not as intimated vide SEBI Circular ref. no. SEBI/HO/MIRSD2/CIR/P/2016/95 dated September 26, 2016 and Exchange

Circular no. MCX/MEM/207/2018 dated May 30, 2018.

iii. Submissions should be in electronic form & documents to be uploaded only in PDF

form. No physical submission should be made by the Members.

iv. All submissions should be strictly in the format specified.

v. Provision to submit Annual Returns is provided on https://member.mcxindia.com.

The said link will be made available from November 13, 2020.

vi. Members may please note that mere submission of documents through Annual

Returns will not result in simultaneous updating of records at the Exchange and Members are required to follow the laid down procedure for obtaining approval /

intimation to the Exchange, as the case may be, for changes already carried out.

vii. Members are requested to ensure that all the Certificates / Reports submitted to

Exchange (issued / certified by full time Practicing Chartered Accountant / Company

Secretary) shall mandatorily contain UDIN (as applicable).


Members are advised to take note of the above and ensure compliance.

Chirag Sodawaterwalla

Senior Manager- Membership

Kindly contact Customer Service Team on 022-66494040 or send an email at [email protected] for any clarification.

Annexure 1

(To be provided on the Letterhead of the certifying Chartered Accountant/ Company Secretary in Practice)

NETWORTH CERTIFICATE

This is to certify that the Net worth of M/s. _______________________ (Name of the Entity) as on __________ is Rs. ______________ /- (Rupees ____________ only) and the same is as per the statement of computation. The computation of Networth is in accordance with the method of computation prescribed by SEBI as per Schedule VI of Securities and Exchange Board of India (Stock Brokers and Sub-Brokers) or as amended from time to time. We further certify that we are not the related party to the aforesaid entity. The computation of Networth, based on my / our scrutiny of the books of accounts, records and documents is true and correct to the best of my / our knowledge and as per information provided to my / our satisfaction.

Computation of Networth of M/s ______________________ (name of the entity)

Sr. No. Particulars Amount

A. Capital

B. Free Reserves C. Less: Non-allowable assets viz.

(a) Fixed Assets

(b) Pledged Securities

(c) Value of Member’s card

(d) Non-allowable securities (unlisted securities) (e) Bad deliveries

(f) Doubtful Debts and Advances (debts or advances overdue for more than three months or debts or advances given to the associate persons)

(g) Prepaid expenses, losses

(h) Intangible Assets (i) 30% Value of Marketable securities

D. Total Amount (A + B - C)

Date: For (Name of Certifying Firm) Place: Name of Partner / Proprietor

Chartered Accountant / Company Secretary (In

Practice)

Membership No.:____________

UDIN:______________________

Signature under Rubber stamp of Firm

Annexure 2 Statutory Auditor undertaking

Date: ____________ To, Membership Department Multi Commodity Exchange of India Limited and / or Multi Commodity Exchange Clearing Corporation Limited Exchange Square, Suren Road, Andheri East, Mumbai – 400093, India Sub: ____________ (Trade Name); Member ID:________________ Dear Sir, We hereby declare and confirm that we comply with circular reference no. SEBI/HO/MIRSD/DOP/CIR/P/2018/153 dated December 17, 2018, Details are as follows:

Sr. No. Particulars Details of FY 2018-19 Details of FY 2019-20

1. Name of Statutory Auditor (Chartered Accountant firm/Individual/sole proprietor)

2. Firm Registration Number

3. Name of Partner/Proprietor

4. Membership Number

5. Reason for change in statutory auditor

(In case of change in statutory auditor

in two periods)

Term of the auditor expired Unsatisfactory quality of audit

reports

Winding up of Auditor Firm

Different Auditor from the same audit firm

Others

I/We undertake to intimate and update MCX/MCXCCL as and when there is any change in the aforesaid

information.

Yours faithfully,

For (Name of the Member) ________________________ Signature of Designated Director/ Designated Partner/ Managing Partner/Proprietor under rubber stamp

Annexure 3 Standard Undertaking

(On the letterhead of the Member)

Date:___________

Sr. No. Particulars Confirmation

by Member*

1. Whether there is any enquiry/ investigation/ disciplinary action(s)

initiated/pending by SEBI/ Exchange/ Clearing Corporation/ RBI/ any other

regulatory authority against Member/directors/partners/ promoters/ proprietor.

Yes

No

2. Whether there is any enquiry/ adjudication/ prosecution or any action including

penalty, consent proceedings, administrative warning, caution or advisory letter

etc., by SEBI/ Exchange/ Clearing Corporation have been initiated against Member

or any of associates of the Member.

Yes

No

3. Whether there are any complaints/ arbitration cases pending against Member

/directors/partners/ promoters/proprietor by the Exchange/Clearing Corporation

or referred by SEBI. (If yes, then provide the details in separate Annexure)

Yes

No

4. Whether there is any action in respect of deviations in the broking operations

initiated by the Exchange/Clearing Corporation pursuant to inspection/audit, etc.

against the Member.

Yes

No

5. Whether the Member /directors/partners/ promoters/proprietor or its associate

have been involved in any type of money laundering activities or have been

debarred/ suspended/ expelled/ declared defaulters/ insolvent/ bankrupt, by

SEBI/ Court/ RBI/ Exchange/ Clearing Corporation/ any other regulatory authority.

Yes

No


have, at any point of time, committed any act and/or have been convicted for any

act involving threat to the public/national interest.

Yes

No


have been convicted of any economic offence.

Yes

No

8. Whether the Member/directors/partners/promoters/proprietor has been

rejected for Membership by any Exchange/ Clearing Corporation.

Yes

No

9. Whether there is provisional liquidator or receiver or official liquidator appointed

by a competent court against the Member/directors/partners/promoters

/proprietor.

(If yes, then provide the details in separate Annexure)

Yes

No

10. Whether there are any adverse comment against the Member/

directors/partners/ promoters/proprietor/shareholders and associates in the

following databases:

a. defaulter list of RBI as available at Cibil (www.cibil.com) i.e. suits filed of Rs.

100 lakhs and above & suits filed of Rs. 25 lakhs and above.

b. following list as per SEBI data on the SEBI website (www.sebi.gov.in):

i. list of cases resulted in compounding in the prosecution filed.

ii. list of cases resulted in convictions in the prosecutions filed.

iii. list of cases dismissed/accused discharges in the prosecution filed.

iv. list of cases in which accused declared as proclaimed offenders in the

prosecutions filed.

v. Prosecution list / database of CIS cases (prosecution launched against CIS

Yes

No

http://www.cibil.com/

http://www.cibil.com/


by Member*

entities) and non CIS cases (prosecution launched against other that CIS

entities).

vi. List of Companies & Directors debarred from associating with Capital

Market for a period of five years – Companies / Directors.

c. Vanishing Companies database of Ministry of Corporate Affairs (MCA).

d. Database of IOSCO.

e. List of United Nation Sanctions.

11. Whether the Member /directors/partners/ promoters/proprietor have any

financial liability which is due and payable in terms of the SEBI Act, the Securities

Contracts (Regulation) Act, 1956 or Rules and Regulations there under.

Yes

No

12. Whether there are any instances of violation or non-adherence to any securities,

market related regulations by the Member or its associate(s) / group companies

in India or abroad and any action has been taken by a regulatory agency in this

regard. If yes, the Member may be advised to provide the following additional

information:

a. Top 10 monetary penalties in case of foreign entities and all monetary

penalties in case of Indian entities, imposed against the Member or any

associate of the Member (for irregularities / violations in the financial services

sector or for defaults in respect of shareholders / debenture holders and

depositors, by any financial regulatory body or government authority or

settlement arrived with any financial regulatory body during the last five years

and details thereof). Penalties awarded for economic offences may be

disclosed only in case of the Member.

b. Details of all cases of suspensions and cancellation of certificate of

registration (for irregularities / violations in financial services sector or for

defaults in respect of shareholders, debenture holders and depositors) of the

Member or any associate of the Member shall be disclosed for the last 10

years.

All disclosures on penalties and action taken as per (a) and (b) above against

foreign entities may be limited to the jurisdiction of the country where the

principal activities (in terms of income / revenue) of the Member / associate

companies are carried out or where the headquarters is situated.

Yes

No

13. Whether the Member has been subjected to disciplinary proceedings under the

Rules, Regulations, Business-Rules and Bye-laws of Exchange and / or Clearing

Corporation, or enforcement action under securities laws, with respect to his

business as a stock-broker involving either itself or any of its directors/partners/

proprietor/ shareholders or employees.

Yes

No

14. Whether the Member /directors/partners/promoters/proprietor has been

convicted by a Court of competent jurisdiction for an offence involving moral

turpitude, economic offence, securities laws or fraud.

Yes

No

15. Whether any order for winding up has been passed against the Member.

Yes

No


by Member*

16. Whether any order, including an order of suspension of certificate of registration

as an intermediary, restraining, prohibiting or debarring the Member

/director/partner/ promoter/proprietor from dealing in commodities/ capital

market or from accessing the commodity market /capital/ securities market has

been passed by SEBI or any other regulatory authority wherein a period of three

years from the date of the expiry of the period specified in the order has not

elapsed.

Yes

No

17. Whether any order cancelling the certificate of registration of the Member has

been passed by SEBI on the ground of its indulging in insider trading, fraudulent

and unfair trade practices or market manipulation wherein a period of three years

from the date of the order has not elapsed.

Yes

No

18. Whether any order withdrawing or refusing to grant any license/ approval to the

Member /director/partner/ promoter/proprietor which has a bearing on the

capital/ securities market, has been passed by SEBI or any other regulatory

authority wherein a period of three years from the date of the order has not

elapsed.

Yes

No

*if yes in any of the above mentioned points, then please submit the details of the same in the prescribed format given below as “Annexure to Undertaking”) Further, We/I also hereby declare that:

Sr. No. Particulars

1. The Member is financially sound.

2. The Member confirms that they have necessary infrastructure like adequate office space,

equipment and man power to effectively discharge the broking activities as per SEBI (Stockbrokers

and Sub Brokers) Regulation, 1992.

3. The Member/directors/partners/promoter/proprietor undertake to intimate the

Exchange/Clearing Corporation immediately in case of any action/ complaints/ investigation/

enquiry by any Statutory Agency/ Regulatory Agency/ Exchange/ Clearing Corporation/ Court/

Tribunal, in future.

4. Our designated directors/designated partners/managing partners/proprietor or whosevers

identified as designated directors/designated partners/managing partners/ proprietor will

continue to meet the eligibility requirements as prescribed in Securities Contracts (Regulation)

Rules, 1957 and SEBI (Stock Brokers & Sub-broker) Regulations, 1992.

5. We will notify the Exchange and / or Clearing Corporation of any subsequent change in our details

and to take SEBI and / or Exchange and / or Clearing Corporation approval for such changes

wherever applicable as per Rules, Business Rules/ Regulations & Bye-laws of the Exchange and / or

Clearing Corporation and SEBI.

6. The Member confirms that as long as the Member is engaged in broking/clearing as a member of

any recognized Exchange/Clearing Corporation, it will engage itself in only such business as a

member of Recognized Exchange/Clearing Corporation permitted to engage in under the Securities

Contracts (Regulation) Rules 1957 and the Rules, Bye-Laws & Regulations of the Stock

Exchange/Clearing Corporation. The Member is aware and acknowledge that if it engages in other

Business, the Exchange/Clearing Corporation will be entitled to take disciplinary action (including

fine, suspension &/or expulsion) against us.

7. The Member /directors/promoters/proprietor and the Key Management Persons (“KMPs”) are ‘fit

and proper person’ as per Schedule II of SEBI (Intermediaries) Regulations, 2008 and SEBI (Stock

Brokers & Sub-brokers) Regulations, 1992 as amended till date including with reference to

following criteria:

i) integrity, reputation and character; ii) absence of conviction and restraint orders; iii) competence including financial solvency and net worth; iv) absence of categorization as a wilful defaulter.

Sr. No. Particulars

8. The Member confirms that as on date we have cleared all our dues to SEBI in respect of all the SEBI

registrations that we hold including SEBI fees, and that we do not have any dues to SEBI

outstanding for payment in respect of all our SEBI registrations, if applicable.

9. The Member confirms to abide by the Rules, Bye-Laws, Regulations/ Business Rules and Circular

issued by the Exchange/Clearing Corporation from time to time.

10. The Member confirms to be liable for all contracts and transactions in the Exchange entered by

them or by our authorized representatives and comply with all requirements of the Clearing

Corporation relating to settlement thereof and also confirm to abide by all decisions of the

Exchange and / or Clearing Corporation with respect to the operation on the Exchange and / or

Clearing Corporation and would perform accordingly in meeting our financial, regulatory and

operational responsibility as decided by the Exchange and / or Clearing Corporation from time to

time.

11. The Member/directors/partners/promoters/ proprietor are aware that if at any time directly or

indirectly through Member/our associate, agents or with any other persons acting in concert,

acquire or hold the equity shares of MCX, they shall adhere to the norms stipulated by SEBI from

time to time with respect to the shareholding in a recognized Stock Exchange, including the

provisions of its circular no. CIR/MRD/DSA/01/2016 dated January 01, 2016 and further undertake

that my/our shareholding shall not exceed beyond the threshold limit as per the norms issued by

SEBI from time to time.

12. We will ensure that the Compliance Officer appointed by us will obtain the required certification(s) as prescribed by SEBI/Exchange from time to time.

The Member declares that the information given above is true, correct and complete to the best of our knowledge

and information and any mis-statement or misrepresentation or suppression of facts in connection with the above

undertaking may entail rejection of my/our application or expulsion of my/our Membership.

________________________ Signature of all Designated Directors/ Designated Partners/ Managing Partners/Proprietor under rubber stamp

Place:

Date:

Note: Please ensure that all the pages of Annexure 2 (Standard Undertaking) should be signed by

Designated Directors/ Designated Partners/ Managing Partners/Proprietor (as applicable)

Annexure to Undertaking

Sr. No.

Reference to

Undertaking point

no.

Month/Year

Details of violations/observatio

ns / matters

requiring attention or action

Regulatory / Relevant Authority

(FMC/ SEBI/ Exchange/Othe

rs**)

Action taken

Corrective Steps taken by thereupon in

respect of observations

Status Amount (if any)

**Other relevant authorities for e.g. EoW/CBI/Tax Departments, FIU, etc.

Annexure 4 (a) Shareholding Pattern and Details of Dominant Promoter Group (Corporate Body)

Share Holding Pattern of _ (Name of the Entity) as on (Current Date)

Total Equity Share capital : Rs.______ (In figures), Rs.____________ (In words).

Total Paid up Equity Share capital: Rs.______ (In figures), Rs.____________ (In words).

Face value of each equity share (or any other instrument): Rs. ____ (In figures) Rs. (In words)

PART I – DOMINANT PROMOTER GROUP

Sr. No. Name of

Dominant

Shareholder #

(Direct DPG) (i)

Person (s)

supporting

Dominant

Shareholder

(Indirect DPG)(ii)

Relation

$ [of (ii)

with (i)]

Residential

address &

Contact No.

No. of

Shares

held

Face

Value

per

Share

(Rs.)

Total

Amount

Paid up

% of Shareholding

@

% of Total

Shareholdi

ng

PAN CIN / LLPN

(In case of

Corporates / LLP)

Self Relatives

1. A

A1

A2

Sub - Total

2. B

B1

B2

Sub - Total

TOTAL DOMINANT PROMOTER GROUP HOLDING (I)

_______________________________________ Signature of Designated Director Under rubber stamp Name of Designated Director

______________________________________ Signature of CA / CS in Practice Signature under Rubber Stamp of Firm

PART II – NON DOMINANT GROUP

Sr.

No.

Name of the Shareholder # No. of Shares

held

Face Value per

Share (Rs.)

Total Amount

Paid up

% of Total PAN

3. C

4. D

TOTAL NON DOMINANT GROUP HOLDING (II)

GRAND TOTAL (I) + (II) 100%

________________________________________

Signature of Designated Director Under rubber stamp Name of Designated Director

__________________________________________

Signature of CA / CS in Practice Signature under Rubber Stamp of Firm

AUDITOR’S CERTIFICATE

This is to certify that with respect to M/s. ___________________, the Details of Shareholding Pattern and Dominant Group Shareholding as given above is based on my / our scrutiny of the books of accounts, records and documents are true and correct to the best of my / our knowledge and as per information provided to my / our satisfaction. Date: For (Name of Certifying Firm) Place:

Name of Partner / Proprietor Chartered Accountant / Company Secretary (In Practice)

Membership No.:____________

UDIN:______________________

(Signature under Rubber stamp of Firm)

Notes: 1. If Annexure 2(a) exceeds one page, all the pages are required to be duly signed and stamped by the Designated Director and Chartered Accountant / Company Secretary in Practice.

2. In case of body corporates forming part of Dominant Promoter Group of the member entity, the details of their shareholding and Dominant Promoter Group shall also be furnished in the same format until the ultimate beneficiaries are identified.

3. In case of HUF, the details of the Karta and the Co-Parceners should be provided separately on the letter head of the HUF. 4. Persons holding 2% or more of the paid up capital should be shown separately and not to be clubbed in others.

5. # All initials to be expanded (full name to be indicated). 6. $ (For arriving at the shareholding of persons constituting the Dominant Promoter Group the shareholding of close relatives as per clause (77) of Section 2 of Companies Act 2013, only may be counted, provided

these relatives give an irrevocable, unconditional support in writing on the prescribed format of MCX and / or MCXCCL.

7. Preference Shareholding Pattern (if any) is required to be submitted separate for the Member Entity and all corporates forming part of Dominant Promoter Group (if any) / Holding Company(s) of the Member entity

Annexure 4 (b) Sharing Pattern and Dominant Promoter Group (Partnership Firm)

Capital of ___________________ (Name of the Partnership Firm) as on _______ (Current Date) is Rs._________________ (in figures)

[Rupees__________________________________ (in words)]


Sr.

No.

Name of

Dominant

Partner

(Direct DPG)#

(i)

Person (s)

supporting

Dominant

Partner

(Indirect DPG)

(ii)

Relation

$ [of (ii)

with (i)]

Residential

address

and Contact no.

Amount of

Capital

Contributed

% of Sharing Ratio

of Profit & Loss

PAN CIN/LLPIN

(in case

of Corporates/

LLP)

Self Relatives

1. A

A1

A2

Sub – Total

2. B

B1

B2

Sub – Total


_______________________________________

Signature of Managing Partner Under rubber stamp Name of Managing Partner

__________________________________________


PART II – NON DOMINANT GROUP Sr.

No.

Name of the Partner # Amount of Capital Contributed

% of Sharing Ratio of

Profit & Loss

PAN

3. C

4. D

Total Non-Dominant Group Holding (II)


________________________________________ Signature of Managing Partner Under rubber stamp

Name of the Managing Partner

__________________________________________ Signature of CA / CS in Practice Signature under Rubber Stamp of Firm


This is to certify that with respect to M/s. ___________________, the Details of Sharing Pattern & Dominant Promoter Group as given above is based on my / our scrutiny of the books of accounts, records and documents are true and correct to the best of my / our knowledge and as per information provided to my / our satisfaction. Date: For (Name of Firm) Place:

Name of the Partner / Proprietor [Chartered Accountant / Company Secretary] Membership Number -: UDIN: Signature under Rubber stamp of firm

Notes:

1. If Annexure 2(b) exceeds one page, all the pages are required to be duly signed and stamped by the Managing Partner and Chartered Accountant / Company Secretary in Practice. 2. In case of body corporates forming part of Dominant Promoter Group of the member entity, the details of their shareholding and Dominant Promoter Group shall also be furnished in the same format until the

ultimate beneficiaries are identified. 3. In case of HUF, the details of the Karta and the Co-Parceners should be provided separately on the letter head of the HUF. 4. # All initials to be expanded (full name to be indicated).

5. $ Relatives as per sub – section (77) of Section 2 of the Companies Act, 2013, only may be counted, provided these relatives give an irrevocable, unconditional support in writing on the prescribed f ormat of MCX/MCXCCL

Annexure 4 (c) Sharing Pattern and Dominant Promoter Group - Limited Liability Partnership (LLP)

Capital Contribution of ___________________ (Name of the LLP) as on _______ (Current Date) is Rs.______________ (in figures) [Rupees__________________________________ (in words)]


Sr. No.

Name of Dominant Partner (Direct DPG)# (i)

Person (s) supporting Dominant Partner (Indirect DPG) (ii)

Relation $ [of (ii) with (i)]

Residential address and Contact no.

Capital Contribution (in Rs.)

% of Sharing Ratio of Profit & Loss

PAN LLPIN

Self Relatives

1. A A1

A2

Sub – Total

2. B B1

B2

Sub – Total


________________________________________ Signature of Designated Partner Under rubber stamp Name of Designated Partner

__________________________________________ Signature of CA / CS in Practice

Signature under Rubber Stamp of Firm

PART II – NON DOMINANT GROUP Sr.

No.

Name of the Partner # Capital Contribution (in Rs.) % of Sharing Ratio of

Profit & Loss

PAN

C

D

Total Non-Dominant Group Holding (II)


________________________________________ Signature of Designated Partner Under rubber stamp Name of Designated Partner

__________________________________________ Signature of CA / CS in Practice Signature under Rubber Stamp of Firm


This is to certify that with respect to M/s. ___________________Details of Sharing Pattern and Dominant Promoter Group as given above is based on my / our scrutiny of the books of accounts, records and documents are true and correct to the best of my / our knowledge and as per information provided to my / our satisfaction Date: For (Name of Firm) Place:

_______________________________________________________________ Name of the Partner/Proprietor [Chartered Accountant / Company Secretary]

Membership Number - UDIN: Under Rubber stamp of firm

Notes:

1. If Annexure 2(c) exceeds one page, all the pages are required to be duly signed and stamped by the Designated Partner and Chartered Accountant / Company Secretary in Practice.

2. In case of body corporates forming part of Dominant Promoter Group of the member entity, the details of their shareholding and Dominant Promoter Group shall also be furnished in the same format until the ultimate

beneficiaries are identified. 3. In case of HUF, the details of the Karta and the Co-Parceners should be provided separately on the letter head of the HUF.

4. # All initials to be expanded (full name to be indicated).

5. $ Relatives as per sub – section (77) of Section 2 of the Companies Act, 2013, only may be counted, provided these relatives give an irrevocable, unconditional support in writing on the prescribed format of MCX/MCXCCL.

Annexure : 5 (a)

(For Corporate Body) (To be provided on the Letterhead of the Member)

_________________________________ Signature of Designated Director Under rubber stamp Name of the Designated Director

_________________________ Signature of CA / CS in Practice Signature under Rubber Stamp of Firm

Details of All Directors as on date __________

Sr. No. Particulars 1. 2. 3.

1. Full Name First Name:

Middle Name:

Surname:

First Name:

Middle Name:

Surname:

First Name:

Middle Name:

Surname:

2. Designated Director (minimum two) Yes/No Yes/No Yes/No

3. Citizenship Details

4. Passport No.

Place of Issue:-

Valid till:-

Place of Issue:-

Valid till:-

Place of Issue:-

Valid till:-

5. Date of Birth

6. Date of Appointment

7. PAN

8. Aadhaar No.

9. DIN

10. Qualification (minimum HSC (12th))

11. Experience (in years)

(add annexures if multiple)

Name of

Organisation:

Designation:

Field/Activity:

From:

To:

Name of

Organisation:

Designation:

Field/Activity:

From:

To:

Name of

Organisation:

Designation:

Field/Activity:

From:

To:

12. Residence Address

City: District: State/ Union Territory: Pin Code: Tel No(s): Fax No(s):

13. Mobile No.:

14. Email ID:

15. Equity Shareholding in applicant Entity (% of Total)

16. Directorship/ Controlling shareholding in other Cos / entities

If Yes, then please provide:

a) Name of Entity

b) SEBI Registration No. (if applicable)

c) Nature of Interest

d) From Date

e) To Date

f) PAN of Entity

g) CIN (if applicable)

Yes/No Yes/No Yes/No

17. Whether Director is disqualified under section 164 of

Companies Act, 2013?

If yes, provide details of action u/s 167 of Companies Act ,2013


Certificate This is to certify that the details of directors and their shareholding in ______________ (name of Member entity) and the details of their Directorships / controlling shareholding in other companies / entities, as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to the best of my/our knowledge and as per information provided to my/our satisfaction. Further, based on the information, explanation and documents given to us, we state that the designated directors as mentioned above meet the eligibility requirements as prescribed in Securities Contracts (Regulation) Rules, 1957 and SEBI (Stock Brokers & Sub-brokers) Regulations, 1992.

Date: For (Name of Certifying Firm)

Place: Name of the partner/proprietor

Chartered Accountant/Company Secretary Membership No UDIN (Rubber Stamp of Firm)

If the aforesaid declaration exceeds in more than one page, please take the signature of Designated

Director and Chartered Accountant / Company Secretary in practice on all the pages.

Notes:

1. Any appointment /resignation of a designated director requires prior approval of Exchange as per circular no. MCX/MEM/324/2016 dated September 29, 2016

2. Member should have atleast two designated directors (A designated director is one who is a altleast HSC (12th std.) by qualification and possesses atleast 2 years of experience as prescribed in Rule of SCRR 1957 (as amended)

3. If the directorship / controlling shareholding in other cos/ entities is provided as Annexure, then the same should be certified by the designated director alongwith sign and stamp of the Chartered Accountant/Company Secretary in

practice

Annexure : 5 (b)

For Partnership and Limited Liability Partnership (LLP)

(To be provided on the Letterhead of the Member)

____________________________________ Signature of Managing / Designated Partner Under rubber stamp Name of the Managing / Designated Partner

____________________________ Signature of CA / CS in Practice Signature under Rubber Stamp of Firm

Details of Partners as on _________________ (Current Date)

Sr. No. Particulars 1. 2. 3.


Middle Name:

Surname:

First Name:

Middle Name:

Surname:

First Name:

Middle Name:

Surname:

2. Managing Partner (minimum two) Yes/No Yes/No Yes/No


4. Passport No.

Place of Issue:-

Valid till:-

Place of Issue:-

Valid till:-

Place of Issue:-

Valid till:-

5. Date of Birth

6. Date of Appointment

7. PAN

8. Aadhaar No.

9. DPIN (in case of LLP)




Name of Organisation:

Designation:

Field/Activity:

From:

To:


Designation:

Field/Activity:

From:

To:


Designation:

Field/Activity:

From:

To:


City: District:

State/ Union Territory: Pin Code: Tel No(s): Fax No(s):

13. Mobile No.:

14. Email ID:

15. Capital Sharing in applicant Entity (% of Total)

16. Directorship/ Controlling shareholding in

other Cos / entities


h) Name of Entity

i) SEBI Registration No. (if applicable)

j) Nature of Interest

k) From Date

l) To Date

m) PAN of Entity

n) CIN (if applicable)


Certificate This is to certify that the details of partners and their sharing pattern in ______________ (name of Member entity) and the details of their Directorships / controlling shareholding in other companies / entities, as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to the best of my/our knowledge and as per information provided to my/our satisfaction. Further, based on the information, explanation and documents given to us, we state that the designated partners as mentioned above meet the eligibility requirements as prescribed in Securities Contracts (Regulation) Rules, 1957 and SEBI (Stock Brokers & Sub-brokers) Regulations, 1992.




If the aforesaid declaration exceeds in more than one page, please take the signature of Managing /

Designated Partner and Chartered Accountant / Company Secretary in practice on all the pages.

Notes:

1. Any appointment /resignation of a Designated / Managing Partner requires prior approval of Exchange.

2. Member should have atleast two Designated / Managing Partners (A Designated / Managing Partner is one who is a

altleast HSC (12th std) by qualification and possesses atleast 2 years of experience as prescribed in Rule of SCRR 1957 (as amended)

3. If the directorship / controlling shareholding in other cos/ entities is provided as Annexure, then the same should be certified by the Designated / Managing Partner alongwith sign and stamp of the Chartered Accountant/Company Secretary in practice

Annexure : 5 (c)

For Individual / Proprietor

(To be provided on the Letterhead of the Member)

Details of an Individual / Proprietor as on_________________ (Current Date)

Sr. No. Particulars


Middle Name:

Surname:


3. Passport No.

Place of Issue:-

Valid till:-

4. Date of Birth

5. PAN

6. Aadhaar No.





Designation:

Field/Activity:

From:

To:


City: District: State/ Union Territory: Pin Code: Tel No(s): Fax No(s):

10. Mobile No.:

11. Email ID:

12. Directorship/ Controlling shareholding in other

Cos / entities


o) Name of Entity

p) SEBI Registration No. (if applicable)

q) Nature of Interest

r) From Date

s) To Date

t) PAN of Entity

CIN (if applicable)

Yes/No

Signature of Proprietor Under rubber stamp Name of Proprietor


Certificate This is to certify that the Details of Individual / Proprietor in ______________ (name of Member entity)

and the details of their Directorships / controlling shareholding in other companies / entities, as given

above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to

the best of my/our knowledge and as per information provided to my/our satisfaction.

Further, based on the information, explanation and documents given to us, we state that the proprietor as mentioned above meet the eligibility requirements as prescribed in Securities Contracts (Regulation) Rules,

1957 and SEBI (Stock Brokers & Sub-brokers) Regulations, 1992.




If the aforesaid declaration exceeds in more than one page, please take the signature of Managing /

Designated Partner and Chartered Accountant / Company Secretary in practice on all the pages.

Notes:

If the directorship / controlling shareholding in other cos/ entities is provided as Annexure, then the same should be certif ied by the Individual / Proprietor alongwith sign and stamp of the Chartered Accountant/Company Secretary in practice

Annexure 6

Minimum Networth Requirement

Minimum Networth Requirement as given below :

Sr. No. Member Type Networth Requirement

(in L C Gupta Format)

1 Stock Broker/ Trading Member -TM Rs. 10 Lakh (for Individual and Partnership firm) Rs. 25 Lakh (for Corporate and LLP)

2 Stock Broker and Self Clearing Member / Trading-cum-Clearing Member - TCM

Rs. 100 Lakh

3 Stock Broker and Clearing Member / Institutional Trading-cum-Clearing Member-ITCM

Rs. 300 Lakh

4 Clearing Member / Professional Clearing

Member - PCM

Rs. 500 Lakh

Annexure 7 Actions for Non-Compliance

Non-compliances with respect to Non/ Delay submission of Annual Audited Accounts/ Returns and data with respect to monitoring of financial strength of Members

(refer Exchange Circular MCX/INSP/400/2017 dated October 30, 2017 and MCX/INSP/731/2020 dated October 01, 2020) Table 1

Sr. No Violations Applicable Penalties / Disciplinary Action 1 Failure to furnish Annual Audited

Accounts/ Returns by January 31, 2021. Delayed/non-submission of data with respect to monitoring of financial strength of Members (ratios/indicators)

Charges of Rs.200/- per day for 1st Month from the due date Charges of Rs.500/- per day for 2nd month after due date till date of submission or disablement 2 weeks’ notice shall be given to the Member after the 2nd month from the due date, subsequent to which the Member shall be disabled (suspended square off mode) in all segments of the Exchange.

Non-compliances with regards to change in Directors/Partners without prior approval of / Intimation to the Exchange (refer Exchange circular MCX/MEM/052/2018 dated February 16, 2018)

Table 2

Sr. No Violations Applicable Penalties / Disciplinary Action

1 Change in Designated Directors/ Designated Partners/ Managing Partners without obtaining the prior approval

Rs.5000/- per instance (i.e. per Director/Partner)

2 Change in Ordinary Directors/ Partners without intimation to the Exchange within 15 days from the date of such change in ROC/ROF

Issue of warning letter

3 Non-Submission of application/ complete documents (as per applicable checklist) by the member for Post facto approval for changes in Designated Directors/ Designated Partners / Managing Partners

On completion of 3 months from : The date of intimation by the Exchange sent to the member requiring him to submit the post facto application; or The date of receipt by the Exchange of the incomplete application from the members, whichever is earlier.

Thereafter, 4 weeks’ notice shall be given to the member to submit the complete documents (as per applicable checklist). On his failure to do so within the notice period, the member’s terminals shall be disabled (suspended square off mode) till the time the member submits complete documents for such post facto changes.

(the said disciplinary action is in addition to the penalties stated at Sr. No. 1 of Table 2 above)

Non-compliances with regards to change in Shareholding Pattern (SHP)/Sharing Pattern (SP) without the approval of the Exchange (refer Exchange circular MCX/MEM/052/2018 dated February 16, 2018)

Table 3

Sr. No Violations Applicable Penalties / Disciplinary Action

1 Post facto changes in Shareholding / Sharing pattern involving dilution not below the minimum prescribed shareholding/sharing pattern of the Dominant Promoter Group

Rs.10,000/-

2 Any other change in Shareholding / Sharing pattern of the Member without the approval of the Exchange.

Rs.2,500/-

3 Post facto changes resulting in dilution of the Shareholding / Sharing pattern ratio of the Dominant Promoter Group (DPG) below 51%

Rs.1,00,000/-

4 Non-Submission of application/ complete documents (as per applicable checklist) by the Member for Post facto approval for changes in Shareholding / Sharing pattern leading to dilution of holding of Dominant Promoter Group below 51%

On completion of One month from: The date of intimation by the Exchange sent to the member requiring him to submit the post facto application; or The date of receipt by the Exchange of the incomplete application from the member, whichever is earlier Thereafter, 4 weeks’ notice shall be given to the member to submit the complete documents (as per applicable checklist). On his failure to do so within the notice period, the member’s terminals shall be disabled (suspended square off mode) till the time the member submits complete documents for such post facto changes.

(the said disciplinary action is in addition to the penalties stated at Sr. no. 3 of Table 3 above)

Note : 1. The aforesaid penalties (plus applicable taxes) would apply in cases where members have not taken

prior approval from the Exchange before undertaking changes in their or their holding company’s shareholding/sharing pattern/Dominant Promoter Group (DPG) etc.

2. In cases of change in control, apart from the recovery of penalty (as stated above) Exchange may

consider putting trading terminals of the member into square off mode with immediate effect, if the new DPG are not found to be “Fit and Proper” in terms of SEBI (Intermediaries) Regulations, 2008.

Penalty for not meeting Networth requirements (refer Exchange circular MCX/MEM/327/2018 dated August 22, 2018)

Table 4 Category For Trading Members

(who are not Clearing Members)

For Clearing Members (i.e. TCM/ ITCM/ PCM)

Penalty to be levied *Effective Deposits to be blocked Networth shortfall less than or equal to 10% of the prescribed minimum

Rs. 10,000/- 10% of Effective Deposits will be blocked and will not be available for margin purpose

Networth shortfall less than or equal to 25% of the prescribed minimum






Networth shortfall greater than 90% Trading Terminal/s shall be disabled (suspended square off mode) with immediate effect.

* Effective Deposits = Total Deposits minus Minimum Liquid Networth (MLN)#

Notes to Table : i) In case of ITCMs/PCMs, if net worth falls below prescribed limit, other than blocking of Effective

Deposit, ITCMs/PCMs will be allowed 2 months’ time from the date of submission or the time

prescribed by the Exchange (for disablement of terminal for non-submission under the applicable

circular), whichever is earlier, to increase their networth (under intimation to the Trading

Members(TMs) associated with such ITCMs/PCMs), failing which, they will not be allowed to clear

trades of TMs affiliated to them. TMs associated with such ITCMs/PCMs may make alternative

clearing arrangements during this two months period. Further, the Exchange will also not allow

any new TMs being affiliated to these ITCMs/PCMs.

ii) It may be further noted that, Computation of Networth by method other than the L.C. Gupta

method, shall be treated as Non-submission of Networth and appropriate penalty/actions as

applicable (i.e. as per Exchange circular no. MCX/INSP/400/2017 dated October 30, 2017) for Non-

submission of Networth will be initiated accordingly.

Additional Penalty for not meeting Networth requirements (refer Exchange circular MCX/MEM/604/2019 dated October 23, 2019) Further, to the above mentioned penalty / disciplinary action, in case Member having trading rights (i.e. TM, TCM and ITCM) reporting shortfall in Networth as on March 312020, fails to submit the revised Networth certificate meeting the Networth requirement by next submission cycle i.e. September 30, 2020, the Trading terminals of such members shall be disabled (put under suspended square off mode).

Annexure 8

User Manual for submission of Annual Returns and details of Financial

Strength

Step1: Login

Login into Portal using link https://member.mcxindia.com

Step2: Kindly click on Membership and in drop down menu click on Annual Accounts & Returns and

following screen will appear


Step 3: Enter the details

Note : Please enter the details as per the computation of the Networth in L.C.Gupta format.

================================================================

Step 3 (continued): Upload all the attachments

Step 4: For Annual Returns-Member profile details

Members are required to log in to MMPI portal (https://memprofile.mcxindia.com) and click on

Downloads. Please ensure that all the details are updated in MMPI portal before downloading the

same.

Step 5: When Member click on Downloads, the following screen will appear. Member is required to download the file and take the print of the same on the letterhead.

https://memprofile.mcxindia.com/

Step 6: When Member clicks on PDF format, the following PDF will be displayed. Member can save

the same on the desktop. Member is required to take the print on the Letter head. All the pages are

required to be signed by Designated director/ Designated partner/ Managing partner/ Propreitor.

Step 7 : After taking print on the letterhead, Member is required to upload the same on Enhanced supervision portal at “Annual returns-Member profile Details”

Member can save the entered details by clicking on “SAVE” button

Step 8: After entering the details of Networth and uploading the documents please click on “Next”

Step 9- After Member clicks on Next, following screen will appear-

The Member needs to enter details for current year and previous year (if the same was not already filled

in). Member may note that All fields are compulsory. After entering the details member may click on

save button or may proceed further to submit the data by clicking on submit button.

Step 10- After Member submit to the Exchange, the following notification will appear

Member will also receive an e-mail from [email protected] at its designated e-mail id

acknowledging submission of Annual Returns.

mailto:[email protected]

Annexure 9

Guidelines pertaining to Statutory Auditors

As per the guidelines mentioned in the SEBI circular reference no

SEBI/HO/MIRSD/MIRSD2/CIR/P/2016/95 dated September 26, 2016:

1) No stock broker shall appoint or re-appoint- a) An individual as statutory auditor for more than one term of five consecutive years; and

b) An audit firm as statutory auditor for more than two terms of five consecutive years;

2) Provided that-

a) An individual statutory auditor who has completed his terms under clause 1 (a) above shall not be eligible for re-appointment as statutory auditor for the same stock broker for five years from the completion of his term.

b) An statutory audit firm which has completed his terms under clause 1 (b) above, shall not be eligible for re-appointment as statutory auditor for the same stock broker for five years from the completion of such term.

Provided further that as on the date of appointment no statutory audit firm having a common partner or

partners to the other audit firm, whose tenure has expired for a stock broker immediately preceding the

financial year, shall be appointed as statutory auditor of the same stock broker for a period of five years.

The above provisions are applicable from Financial Year 2017-18.

All the members are required to take note of the same and ensure adherence to the provisions.

Further, Members are also requested to refer Exchange Circular MCX/MEM/104/2019 dated February

28, 2019 w.r.t. Intimation of Change in Statutory Auditor.

Annexure 10 Inactive Member undertaking

Date: ____________ To, Membership Department

Multi Commodity Exchange of India Limited and / or Multi Commodity Exchange Clearing Corporation Limited Exchange Square, Suren Road, Andheri East, Mumbai – 400093, India Sub: ____________ (Trade Name); Member ID:________________ Dear Sir, We hereby declare and confirm as under:

1. We have not traded on the Exchange in the last financial year i.e., 2019-2020 and have

not traded on the Exchange from April 01, 2019 till date.

2. We hereby declare that there is no change in the Designated Directors/Designated

Partners/ Managing Partners/ Directors/ Partners (as applicable), Shareholding

Pattern/ Sharing Pattern (as applicable) and Dominant Promoter Group (DPG) and if

there is any change the same will be intimated to the Exchange in the prescribed

format and we undertake to obtain necessary approvals from the Exchange as may be

required.

3. Further, we are enclosing following documents as per the circular:

a. Networth Certificate (Audited) and its computation in prescribed format of the Exchange.

b. Audited Financial Statements as on March 31, 2020 i.e. Balance Sheet along with its Schedules, Profit & Loss Account, Auditor Report, Director Report (if applicable)

c. Annual Returns - Member Profile Details

Yours faithfully,

For (Name of the Member) ________________________ Signature of Designated Director/ Designated Partner/ Managing Partner/Proprietor under rubber stamp