Voluntary delisting refusal is appealable, and writ relief is unavailable absent jurisdictional defect or exceptional grounds.

A recognised stock exchange's refusal of in-principle approval in the voluntary delisting process was treated as a decision relating to delisting and therefore appealable under Section 21A(2) of the Securities Contracts (Regulation) Act, 1956. Although writ jurisdiction is not excluded merely because a statutory appeal exists, interference is generally unwarranted absent jurisdictional error, perversity, or breach of natural justice. Here, the exchange acted within its competence, consulted SEBI, and gave reasons, so the challenge on lack of jurisdiction failed. The petitioners were left to pursue the statutory appellate remedy and the writ petition was not entertained.

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Issues: (i) Whether a decision of a stock exchange refusing in-principle approval for voluntary delisting of shares is appealable under the Securities Contracts (Regulation) Act, 1956; (ii) whether the writ petition was maintainable in view of the statutory appellate remedy; (iii) whether the impugned decision of the stock exchange was without jurisdiction.

Issue (i): Whether a decision of a stock exchange refusing in-principle approval for voluntary delisting of shares is appealable under the Securities Contracts (Regulation) Act, 1956

Analysis: Section 21A of the Securities Contracts (Regulation) Act, 1956 was read as covering delisting by a recognised stock exchange without drawing any distinction between voluntary and compulsory delisting. The delisting regulations framed under the Act were also noticed to govern the procedure for voluntary delisting. On that basis, the refusal of in-principle approval in the delisting process was treated as a decision of the stock exchange in relation to delisting of securities and therefore within the appellate channel provided by the Act.

Conclusion: Yes. The refusal of in-principle approval for voluntary delisting was held to be appealable under Section 21A(2) of the Securities Contracts (Regulation) Act, 1956.

Issue (ii): Whether the writ petition was maintainable in view of the statutory appellate remedy

Analysis: The availability of an appeal was held not to exclude writ jurisdiction in every case, but the recognised exceptions require a showing of lack of jurisdiction, perversity, violation of natural justice, or similar exceptional grounds. The impugned decision was reasoned, taken within the stock exchange's competence, and amenable to appeal. The petitioners were therefore left to pursue the statutory remedy rather than invite a writ court to reappreciate the materials as an appellate forum.

Conclusion: The writ petition was held maintainable in the abstract, but the Court declined to interfere because the petitioners had an efficacious statutory appellate remedy.

Issue (iii): Whether the impugned decision of the stock exchange was without jurisdiction

Analysis: The stock exchange was found to have authority to decide the application for voluntary delisting. Its consultation with SEBI and the reasons recorded in the impugned communication showed that the decision was taken within the legal domain entrusted to it. Any possible error in appreciation of materials would not by itself amount to absence of jurisdiction. The challenge therefore failed on the jurisdictional ground.

Conclusion: No. The impugned decision was held not to be without jurisdiction and the challenge was rejected.

Final Conclusion: The Court left the petitioners to the statutory appellate remedy and declined to exercise writ jurisdiction, resulting in dismissal of the writ petition without costs.

Ratio Decidendi: A decision of a recognised stock exchange in the voluntary delisting process is appealable under Section 21A(2), and where such a statutory appeal is available, writ interference is not warranted absent a clear jurisdictional defect or other exceptional ground.

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