Securities and Exchange Board of India Act, 1992 – ss 11, 11B, 19, 15T – SEBI (Prohibition of Fraudulent and Unfair Trade Practices Relating to Securities Market) Regulations, 2003 – Regulations 3(a), (b), (c) &(d) and 4(1), 4(2)k, 4(2)(r) – Listed Company – Unusual Surge in Profits – In the instant case the listed respondent-company was engaged in the business of radio taxi service coupled with trading of shares in a small measure – The company’s share went unusually high from Rs 4.25 to Rs 43.85 and resultantly there was increase in the average monthly volume of shares to 1,56,22,583 shares – Looking at the sudden upward spurt, SEBI carried out the investigation and after hearing the Company and other noticees, it held that the Company has violated the provisions of the Act and the PFUTP Regulations and hence restrained the Company from accessing the capital market in any manner and its directors from dealing in securities for one year – The Company filed an appeal u/s 15T of the Act before the Securities Appellate Tribunal, which set aside the SEBI’s order holding that the extraordinary profits in itself cannot be the basis for concluding that the Company’s accounts are manipulated with a specific objective to mislead the investors and the advertisement issued by the company for inviting public in investing in the company was done in ordinary course of the business and that there was no foul play and also that SEBI has misconstrued the alleged links with the entities since SEBI did not give opportunity of cross-examination to the Company to explain the matter thus violating principles of natural justice – Aggrieved by the decision of the Tribunal, the appellant filed instant appeal – Held: The issue in the instant appeal as also the conclusions drawn by the Tribunal were factual in nature and hence did not give rise to any question of law warranting interference of this court u/s.15Z of the Act – So far the observation of the Tribunal with respect to the cross-examination was concerned, there was no necessity for the Tribunal to lay down as an inviolable principle that there is a right of cross-examination in all cases and the conclusion of the Tribunal based on evidence on record did not require such a finding – The findings of the Tribunal to that extent is set aside while decision on all other grounds is upheld. Securities and Exchange Board of India Act, 1992 – s 15Z – Jurisdiction of the Supreme Court – Scope of – The Court will exercise jurisdiction only when there is a question of law arising for consideration from the decision of the Tribunal which may arise when there is erroneous construction of the legal provisions of the statute or the general principles of law – Not every interpretation of the law would amount to a question of law warranting exercise of jurisdiction u/s 15Z – The Tribunal while exercising jurisdiction u/s 15T, also interprets the Act, Rules and Regulations made thereunder and systematically evolves a legal regime – These very principles are applied consistently for structural evolution of the sectorial laws – This freedom to evolve and interpret laws must belong to the Tribunal to subserve the Regulatory regime for clarity and consistency – These are policy and functional considerations which the Supreme Court will keep in mind while exercising its jurisdiction under Section 15Z. Words and Phrases – Phrases such as, ‘question of law’, are open textual expressions, used in statutes to convey a certain meaning which the legislature would not have intended to be read in a pedantic manner – When words of the Sections allow narrow as well as wide interpretations, courts of law have developed the art and technique of finding the correct meaning by looking at the words in their context – Interpretation of statutes.