Broker registration continuity and WDM turnover fee rate clarified for regulatory fee computation and limited interest liability.

A fresh broker registration granted after a material change in shareholding and control was treated as the operative registration date for regulatory fee purposes, so fee continuity from the original registration was rejected. Where the broker operated only in the Wholesale Debt Market segment, the lower segment-specific turnover fee rate applied and the higher general rate could not be imposed merely because the registration certificate was not in the prescribed format, particularly when turnover was otherwise ascertainable. Any unpaid principal remaining after adjustment of deposits could attract simple interest on the balance due.

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Issues: (i) whether the appellant was entitled to fee continuity benefit by treating the original registration as the starting point for liability; (ii) whether the turnover fee could be levied at 0.01% instead of the WDM segment rate of 0.001%, and whether interest was payable on any outstanding amount.

Issue (i): whether the appellant was entitled to fee continuity benefit by treating the original registration as the starting point for liability.

Analysis: The change in shareholding and control, together with the grant of a fresh registration in the name of the new entity, showed that the broker registration had to be treated as a separate registration for fee purposes. The corporate existence of the company did not by itself preserve continuity of broker registration. The earlier registration could not be treated as the relevant starting point once the fresh registration was granted.

Conclusion: The claim to fee continuity benefit was rejected and the fresh registration date was held to be the relevant starting point.

Issue (ii): whether the turnover fee could be levied at 0.01% instead of the WDM segment rate of 0.001%, and whether interest was payable on any outstanding amount.

Analysis: The appellant was engaged only in the Wholesale Debt Market segment, and the applicable fee structure for that segment was lower than the general rate. Rejecting the lower rate merely because the certificate format was not in the prescribed proforma was held to be arbitrary, especially when the turnover itself was available and could be computed. As to interest, any unpaid principal after adjustment of amounts already deposited could carry simple interest at the applicable rate.

Conclusion: The levy at 0.01% was set aside, the fee was directed to be recalculated at 0.001%, and interest was made payable only on any outstanding principal after adjustment.

Final Conclusion: The appeal succeeded only in part: fee continuity was denied, but the fee computation was reduced to the WDM rate with consequential recalculation and limited liability for interest on any balance found due.

Ratio Decidendi: For regulatory fee purposes, a fresh broker registration obtained after a material change in control may be treated as the operative registration date, and a regulator cannot impose the higher general turnover rate where the admitted activity falls only within a lower-rated segment and the turnover is otherwise ascertainable.

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