(1) Notwithstanding anything contained in Section 38, the Board may, on any of the following conditions, refuse to issue a license to a body corporate to carry on a stock exchange: (a) Where it is not necessary to carry on the stock exchange based on the development of industry and business and feasibility of the existing transactions in securities, (b) Where it does not appear just and appropriate to allow the operation of stock exchange for the protection of interests of investors. (2) Where the Board is to refuse the issue of a license to any body corporate to carry on the stock exchange on any condition referred to in sub- section (1), the Board shall give a notice assigning the reason for such refusal to the concerned body corporate.