JUDGMENT :

Dhananjaya Y. Chandrachud, J.

This judgment has been divided into sections to facilitate analysis. They are:

A The Appeal

B. The IPO, SEBI’s Investigation and the criminal complaint

C. Application for Compounding

D. Counsel’s submissions

E Analysis

E.1 Structure of the SEBI Act

E.2 SEBI Circulars in relation to Section 24A

E.3 Jurisprudential basis for ‘Compounding’

E.4 Compounding outside of CrPC

E.5 Regulatory role of SEBI

F Guidelines for Compounding under Section 24A

G. Analysis on facts and conclusion

A. The Appeal

1 The appellant is being prosecuted for an offence under Section 24(1) of the Securities and Exchange Board of India Act, 1992 (“SEBI Act”). The appellant sought the compounding of the offence under Section 24A. By an order dated 15 November 2018, the Additional Sessions Judge – 02 Central District at Tis Hazari Courts, Delhi (“Trial Judge”), rejected the application, upholding the objection of the Securities and Exchange Board of India that the offence could not be compounded without its consent. By a judgment of a Single Judge of the High Court of Delhi dated 1 April 2019 the order of the Trial Judge has been affirmed in revision. The High Court has held that the t