ATHAR MINALLAH, J.---This appeal under section 34 of the Securities and Exchange Commission of Pakistan Act, 1997 read with sections 7 and 8 of the Companies Ordinance, 1984 is directed against order dated 12-1-2012, passed by the Appellate Bench No,III of the Commission.
2. The facts, in brief, are that on examination of annual audited accounts for the year ended on 30- 6-2005, relating to the Pakistan Telephone Cables Limited (hereinafter referred to as the "Company"), it was observed that the latter had made unauthorized investment in its associated companies. Show Cause Notice dated 07-12-2005 was issued to the Company under section 208 read with section 472 of the Companies Ordinance, 1984 (hereinafter referred to the as the "Ordinance"). The appellants submitted reply. The learned counsel for the appellants admitted the default and assured that the same shall be ratified within 25 days. However, request for taking a lenient view was made. The respondent No, 2 after considering the request of the learned counsel imposed a penalty of Rs, 3,00,000/- (rupees three hundred thousand) on each appellant. In addition, the respondent further directed the appellants under section 472 of the Ordinance to make good the default and recover the unauthorized investments along with the markup. The appellants preferred an appeal and the same was decided by the Appellant Bench-III of the Commission vide order dated 12-1-2012. The appeal was disposed of by taking a lenient view and consequently the penalty was reduced from Rs, 3,00,000/- (rupees three hundred thousand) to Rs,1,00,000/- (rupees one hundred thousand) on each appellant.
3. The learned counsel appearing on behalf of the appellants has contended that; no loss was suffered by the Company or the share holders; though the default is admitted but the penalty imposed is excessive; request has been made for converting the penalty to censure/reprimand.
4. Learned counsel appearing on behalf of the Commission has argued that the Appellate Bench of the Commission has already taken a lenient view and, therefore, no interference is warranted in the circumstances; the default is admitted and the penalty imposed is proportionate to the admitted violation.
5. The learned counsel have been heard and the record perused with their able assistance.
6. There is no cavil to the proposition that the Commission is a regulatory authority and, therefore, it is within its powers and jurisdiction to impose such penalties as it may deem appropriate in facts and circumstances of each case. The default is admitted and a lenient view has already been taken by the Appellate Bench of the Commission. There is no force in the argument of the learned counsel appearing on behalf of the appellants that the penalty be waived and instead the appellants be censured/reprimanded. The discretion exercised by the Appellate Bench of the Commission is neither arbitrary nor fanciful. The discretion has been exercised in accordance with law and the penalty imposed has not been found to be disproportionate to the violation of the mandatory provisions, made by the appellants. No legal infirmity has been pointed out so as to require any interference. No question of law has been raised and, therefore, no ground is made out to accede to the request made on behalf of the appellants.
7. For what has been stated above the instant appeal is without merit and is accordingly dismissed.