Books on interpretation of statutes are full of delicacies with reference to use of the words "may" and "shall". 'Shall' would normally denote a command, a direction or order to the 'functionary' to take the course directed, no option allowed. This may or may not be the case with the word "may", rules of the game go on.
Probably, in a zeal to beef-up its resources, SECP's draft of Company Law attempts to use the word 'shall' to inflict a penalty, in relation to a law provision the person should have been a compliant of. Even if the charge levelled turns out vagarious. It gives no option to SECP's own officers, an examiner, evaluator or adjudicator, in relation to the default alleged. The SECP officer is directed to cause a dishing out of money by the accused even when the omission or lacuna is ultimately found to have been due to genuine reasons. It may well have been caused by vagaries from the sky, due to circumstances beyond hands of the person charged or due to a hole in the law. As a matter of course, the Company Law draft provides "shall" to an SECP adjudicator, directing him to inflict a levy, a penalty on the doer or non-doer of an act, in disregard of the scenario before his doing or non-doing something, as also the related course of action available to the accused.
Probably the draftsmen of the law would do well to give the draft a fresh look on this count, winking at fall in the SECP revenue. On this count also the draft of the law needs to be gone over with a deep sense of fair play by person(s) proficient in lore and phraseology, having tight grip on the General Clauses Act. In the event of not so doing, day in and day out, SECP will be confronting lawyers in the superior courts seeking that the word "shall" in the relevant provision of the law, efficacious in their case, be expunged or not given effect to. Eventually SECP may be no gainer in momentary terms also. The word "may", in this context, is omnipotent, capable of deputizing "shall", when needed and directed by the competent authority, has to borne in mind.