Section 23N. Composition of certain offences

23N. Composition of certain offences. —Notwithstanding anything contained in the Code of Criminal Procedure, 1973 (2 of 1974), any offence punishable under this Act, not being an offence punishable with imprisonment only, or with imprisonment and also with fine, may either before or after the institution of any proceeding, be compounded by a Securities Appellate Tribunal or a court before which such proceedings are pending. 23-O. Power to grant immunity. —(1) The Central Government may, on recommendation by the Securities and Exchange Board of India, if the Central Government is satisfied, that any person, who is alleged to have violated any of the provisions of this Act or the rules or the regulations made thereunder, has made a full and true disclosure in respect of alleged violation, grant to such person, subject to such conditions as it may think fit to impose, immunity from prosecution for any offence under this Act, or the rules or the regulations made thereunder or also from the imposition of any penalty under this Act with respect to the alleged violation: Provided that no such immunity shall be granted by the Central Government in cases where the proceedings for the prosecution for any such offence have been instituted before the date of receipt of application for grant of such immunity: Provided further that the recommendations of the Securities and Exchange Board of India under this sub-section shall not be binding upon the Central Government. (2) An immunity granted to a person under sub-section (1) may, at any time, be withdrawn by the Central Government, if it is satisfied that such person had, in the course of the proceedings, not complied with the condition on which the immunity was granted or had given false evidence, and thereupon such person may be tried for the offence with respect to which the immunity was granted or for any other offence of which he appears to have been guilty in connection with the contravention and shall also become liable to the imposition of any penalty under this Act to which such person would have been liable, had not such immunity been granted.] 24.[3] [Contravention by companies]. —(1) Where[4] [a contravention of any of the provisions of this Act or any rule, regulation, direction or order made thereunder] has been committed by a company, every person who, at the time when the[5] [contravention] was committed, was in charge of, and was responsible to, the company for the conduct of the business of the company, as well as the company, shall be deemed to be guilty of the[5] [contravention], and shall be liable to be proceeded against and punished accordingly: Provided that nothing contained in this sub-section shall render any such person liable to any punishment provided in this Act, if he proves that the[5] [contravention] was committed without his knowledge or that he exercised all due diligence to prevent the commission of such[5] [contravention]. (2) Notwithstanding anything contained in sub-section (1), where[6] [a contravention of any of the provisions of this Act or any rule, regulation, direction or order made thereunder] has been committed by a 1. Ins. by Act 13 of 2018, s. 158 (w.e.f. 8-3-2019). 2. Subs. by s. 158, ibid . , for "any of his direction or orders" (w.e.f. 8-3-2019). 3. Subs. by s. 159, ibid. , for "Offences by companies" (w.e.f. 8-3-2019). 4. Subs. by s. 159, ibid ., for "an offence" (w.e.f. 8-3-2019). 5. Subs. by s. 159, ibid ., for "offence" (w.e.f. 8-3-2019). 6. Subs. by s. 159, ibid ., for "an offence under this Act" (w.e.f. 8-3-2019). company and is proved that the[1] [contravention] has been committed with the consent or connivance of, or is attributable to any gross negligence on the part of any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer of the company, shall also be deemed to be guilty of that[1] [contravention] and shall be liable to be proceeded against and punished accordingly. Explanation .—For the purpose of this section,— (a) "company" means any body corporate and includes a firm or other association of individuals, and 2[(b) "director", in relation to— (i) a firm, means a partner in the firm; (ii) any association of persons or a body of individuals, means any member controlling the affairs thereof.] 3[(3) The provisions of this section shall be in addition to, and not in derogation of, the provisions of section 22A.]