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(e) any act or omission amounting to manip-

ulation of the price of a security; 

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(g) entering into a transaction in securities without intention of performing it or without intention of change of ownership of such secu- rity;

14. The Regulations do not provide a definition for unfair trade practices but “fraud” and “fraudulent” have been defined under Regulation 2(1)(c), which reads as under:

39. Regulation 2(1)(c) defines fraud. Under Regulation 2(1)

(c)(2) a suggestion as to a fact which is not true while he does not believe it to be true is fraud. Under Regulation 2(1)

(c)(7), a deceptive behaviour of one depriving another of informed consent or full participation is fraud. And under Regulation 2(1)(c)(8), a false statement without any reasonable ground for believing it to be true is also fraud. In a synchronised and reverse dealing in securities, with predetermined arrangement to book loss or gain between pre-arranged parties, all these vices are attracted.

10. Section 12A has to be read along with the provisions of the PFUTP Regulations, 2003, SEBI (Stockbrokers and Sub-Brokers) Regulations, 1992 and the SEBI (Procedure for Holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002. Regulation 3 of the PFUTP Regulations, 2003 deals with "Prohibition of certain dealings in securities". Regulation 4 deals with "Prohibition of manipulative, fraudulent and unfair trade practices". Regulation 2 (1)(c) defines "fraud". For relevant Capital Market Terms, I have made reference to SEBI Act and K. Sekar's Guide to SEBI, Capital Issues, Debentures & Listing, Lexis Nexis fourth Edition 2017 and Economics of Derivatives by Cambridge University Press by T.V. Somanathan and V. Anantha Nageswaran. To avoid repetition, I refrain from referring to the explanation of the relevant Capital Market Terms.

29. On behalf of respondent, learned senior counsel Mr. P. Chidambaram contended that securities like Nifty are vast pools and Nifty has a dynamic index which evolves continuously and it is too difficult for a manipulator to affect such prices. Further contention of the respondent is that whether the impugned trades are synchronized or not had no impact on the market and the respondent cannot be held to have violated regulations.

30. On behalf of the respondent-Tungarli Tradeplace Pvt. Ltd., Mr. Mehta learned counsel submitted that a person can be found to have violated Regulations 3 and 4, he should have indulged in some fraudulent practice with an intention to manipulate the securities market and has drawn our attention to Regulation 2(c) of the SEBI Regulations, 2003 in which 'fraud' has been defined. Learned counsel submitted that for a person to be held liable for breach of the above mentioned Regulations, SEBI has to establish the following:- (i) that the party entered into the transactions with the intention to manipulate the market; and (ii) that there is evidence that the market was in fact manipulated.