...or any other instruments so declared by the Central Government. What is the function of Securities Market? Securities Markets is a place where buyers and sellers of securities can enter into transactions to purchase and sell shares, bonds, debentures etc. Further, it performs an important role of enabling corporates, entrepreneurs to raise resources for their companies and business ventures through public issues. Transfer of resources from those having idle resources (investors) to others who have a need for them (corporates) is most efficiently achieved through the securities market. Stated formally, securities markets provide channels for reallocation of savings to investments and entrepreneurship. Savings are linked to investments by a variety of intermediaries, through a range of financial products, called ‘Securities’. Which are the securities one can invest in? Shares Government Securities Derivative products Units of Mutual Funds etc., are some of the securities investors in the securities market can invest in. Regulator Why does Securities Market need Regulators? The absence of conditions of perfect competition in the securities market makes the role of the Regulator extremely important. The regulator ensures that the market participants behave in a desired manner so that securities market continues to be a major source of finance for corporate and government and the interest of investors...
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...------------------------------------------------- Regulators In India * Reserve Bank of India(RBI) * Securities Exchange Board in India(SEBI) * Insurance Regulatory Development Authority(IRDA) * Financial Intelligence Unit (FIU) * FSDC OVERVIEW A regulator is a public authority or government agency responsible for exercising autonomous authority over some area of human activity in a regulatory or supervisory capacity. An independent regulatory agency is a regulatory agency that is independent from other branches or arms of the government. Regulatory agencies deal in the area of administrative law—regulation or rulemaking (codifying and enforcing rules and regulations and imposing supervision or oversight for the benefit of the public at large). The existence of independent regulatory agencies is justified by the complexity of certain regulatory and supervisory tasks that require expertise, the need for rapid implementation of public authority in certain sectors, and the drawbacks of political interference. Some independent regulatory agencies perform investigations or audits, and some are authorized to fine the relevant parties and order certain measures. Regulatory agencies are usually a part of the executive branch of the government, or they have statutory authority to perform their functions with oversight from the legislative branch. Their actions are generally open to legal review. Regulatory authorities are commonly set up...
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...This sub‐section attempts to cover the basic concepts and questions related to issuance of securities by unlisted Indian companies1 offering the shares to public and by listed Indian companies2. For full particulars of laws governing primary markets, please refer to the Acts/Regulations/Guidelines appearing in the Legal Framework Section . FAQs are presented under following 12 broad headings. 1. Different kinds of issues 2. Types of offer documents 3. Issue requirements 4. Pricing of the issue 5. Understanding book building 6. Investment in Public/Rights issues 7. Categories of Investors 8. Intermediaries involved in the issue process 9. Guide to understand an offer document 10. SEBI’s role in an issue 11. New terms 12. Additional information 1 2 “Unlisted Company” means a company which is not a listed company. “Listed Company” means a company which has any of its securities offered through an offer document listed on a recognized stock exchange and also includes Public sector Undertakings whose securities are listed on a recognized stock exchange. 1 1. Different kinds of issues What are the different kinds of issues which can be made by an Indian company in India? Primarily, issues made by an Indian company can be classified as Public, Rights, Bonus and Private Placement. While right issues by a listed company and public issues involve a detailed ...
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...predetermined investment objective. The fund manager is responsible for investing the gathered money into bonds, stocks, short-term money market instruments and/or other securities. Thus Mutual fund issues units to the investors and they become a shareholder or unit holder of the fund. The main advantage to mutual funds is that Investment in securities are diversified which minimizing risk & maximizing returns. In mutual funds profits or losses are shared by the investors in proportion to their investments. | | | | Regulatory Aspects Regulations for mutual funds were passed in 1993 by Securities and exchange Board of India (SEBI) Act. Any person proposing to set up mutual fund industry is required to be registered with SEBI. The role of SEBI is to regulate the securities market and to protect the interest of investors. SEBI has defined rules related to their credit evaluation policy, formation and administration of mutual funds and also guidelines for calculation of Net Asset Value, disclosure requirements, accounting norms for greater transparency. Current market scenario * First time in past four quarters Mutual Fund industry in India has recorded growth of 4% in quarterly average assets under management. * The rate of saving is 23 % in India. * Foreign based asset management companies are entering in the Indian markets. * Due to changing business and regulatory environment present scenario demands asset management companies, distributors and...
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...Insider Trading - An Analysis in Corporate Regime 1. Introduction Man amongst all species has proved himself to be the greediest creature since times immemorial. His greed has made him stop as low as possible in utter disregard for all principles of fair play, honesty, morality, etc. In the past and particularly in the last two decades we have witnessed many instances not only at National level but even across the globe where some genius brains have been able to use the vulnerable platform of stock market to their own advantage by enriching themselves enormously at the cost of unprecedented financial losses to thousands of others. A common tool used by these manipulative brains is what in common parlance is known as Insider trading. With the vast developments in trade and commerce all over, every person has become very materialistic. That is the reason why people in general and particularly those in business have developed profit motives. And it is quite often that to fulfill their own monetary expectations, such people employ illegal or immoral means. One such illegal method used by some vested interests in area of corporate business is insider trading.[1] Thus, when an insider of a company uses its price sensitive confidential information to buy or sell its securities thereby making a personal profit, he commits acts to the detriment of the interests of bona fide investors of the company. However, in reality, insider trading can be both legal and illegal. Legal in...
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...Insider trading is the trading of a corporation's stock or other securities (e.g. bonds or stock options) by individuals with potential access to non-public information about the company. Such a trade is motivated by the possibility of generating extraordinary gain with the help of nonpublic information (information not yet made public). It gives the trader an unfair advantage over other traders in the same security. insiders are defined as a company's officers, directors and any beneficial owners of more than ten percent of a class of the company's equity securities ------------------------------------------------------------2--------------------------------------------------------------------------- It is important to distinguish between a STAKEHOLDER and a SHAREHOLDER. They sound the same – but the difference is crucial! Shareholders hold shares in the company – that is they own part of it. Stakeholders have an interest in the company but do not own it (unless they are shareholders). Often the aims and objectives of the stakeholders are not the same as shareholders and they come into conflict. The conflict often arises because while shareholders want short-term profits, the other stakeholders’ desires tend to cost money and reduce profits. The owners often have to balance their own wishes against those of the other stakeholders or risk losing their ability to generate future profits (e.g. the workers may go on strike or the customers refuse to buy the company’s products)...
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...SEBI GUIDELINES FOR BONUS ISSUE SEBI is playing a vital role in regulating capital markets. Offer Documents / Prospectus for almost all types of issues are sent to SEBI for their comments. SEBI has framed guidelines for all types of issues including Bonus Issue. In case of Bonus Issue, there is no offer document as there is no involvement of any consideration. No funds are coming into the corpus of the company. Therefore, companies are required to just follow the guidelines issued by SEBI. Companies are not required to take any specific approval from SEBI. Things to remember before considering Bonus Issue Bonus shares cannot be issued if the company has come out with any public / rights issue in the past 12 months. Bonus shares cannot be issued in lieu of Dividend. Bonus shares can be issued only out of free reserves (i.e. reserves not set apart for any specific purpose) built out of the genuine profits or share premium collected in cash only. Bonus shares cannot be issued out of the reserves created by revaluation of fixed assets. If the existing shares are partly paid up, the company cannot issue Bonus Shares. It will be appropriate to first make the shares fully paid up before issuing Bonus Shares. It should be ensured that the company has not defaulted in payment of interest or principal in respect of fixed deposits and interest on existing debentures or principal on redemption thereof and It should be ensured that the company has sufficient reason to believe that...
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...losses are shared by the investors in proportion to their investments. Regulatory Aspects Regulations for mutual funds were passed in 1993 by Securities and exchange Board of India (SEBI) Act. Any person proposing to set up mutual fund industry is required to be registered with SEBI. The role of SEBI is to regulate the securities market and to protect the interest of investors. SEBI has defined rules related to their credit evaluation policy, formation and administration of mutual funds and also guidelines for calculation of Net Asset Value, disclosure requirements, accounting norms for greater transparency. Current market scenario • First time in past four quarters Mutual Fund industry in India has recorded growth of 4% in quarterly average assets under management. • The rate of saving is 23 % in India. • Foreign based asset management companies are entering in the Indian markets. • Due to changing business and regulatory environment present scenario demands asset management companies, distributors and all service providers to re-examine their business models and to adopt initiatives in the areas of product design, revenue diversification, cost efficiency and capacity creation. Opportunities • Today in capital market Mutual Fund industry is playing an active role...
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...INITIAL PUBLIC OFFER Initial Public Offering (IPO) is when an unlisted company makes either a fresh issue of securities or an offer for sale of its existing securities or both for the first time to the public. This paves way for listing and trading of the issuer’s securities. SPECAL 1.0 Book Building - About Book Building Book Building is basically a capital issuance process used in Initial Public Offer (IPO) which aids price and demand discovery. It is a process used for marketing a public offer of equity shares of a company. It is a mechanism where, during the period for which the book for the IPO is open, bids are collected from investors at various prices, which are above or equal to the floor price. The process aims at tapping both wholesale and retail investors. The offer/issue price is then determined after the bid closing date based on certain evaluation criteria. 1.1 The Process: • • • • • • • • The Issuer who is planning an IPO nominates a lead merchant banker as a 'book runner'. The Issuer specifies the number of securities to be issued and the price band for orders. The Issuer also appoints syndicate members with whom orders can be placed by the investors. Investors place their order with a syndicate member who inputs the orders into the 'electronic book'. This process is called 'bidding' and is similar to open auction. A Book should remain open for a minimum of 5 days. Bids cannot be entered less than the floor price. Bids can be revised by the bidder before...
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...them props up. The most important regulators in Indian economy, i.e. SEBI and RBI are also seen in picture, day in or day out, issuing notices or warning signs to the parties concerned or related to this instrument. But the analysts associated with stock markets are not much concerned or bothered about this instrument. As some of them, don’t have any relationship with this instrument. Indeed, this instrument is much talked about when we name or see the Foreign Institutional Investors (FIIs). Although FIIs have contributed to the Indian economy, in more ways than one, but still they have not been able to earn the respect for themselves as they should be. RBI and SEBI, every now and then, are bothered about their activities and moves that might affect the economy and the markets adversely. The recently out, Lahiri Committee Report, also lays emphasis on participatory notes, its role and functioning. The question that arises in a person’s mind is that what is a participatory note, how it functions, and why is it famous for its notoriety, etc. We will try to seek the answers of the above said questions and various other aspects of participatory notes in the following discussion. What are participatory notes? In the magazine, Business World, dated December 15th, 2003, the feature on participatory note stated that, “The past month has seen our stock market regulator, the Securities and Exchange Board of India (SEBI), nervously rattling its...
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...In 1988 the Securities and Exchange Board of India (SEBI) was established by the Government of India through an executive resolution, and was subsequently upgraded as a fully autonomous body (a statutory Board) in the year 1992 with the passing of the Securities and Exchange Board of India Act (SEBI Act) on 30th January 1992. In place of Government Control, a statutory and autonomous regulatory board with defined responsibilities, to cover both development & regulation of the market, and independent powers have been set up. Paradoxically this is a positive outcome of the Securities Scam of 1990-91. The basic objectives of the Board were identified as: * to protect the interests of investors in securities; * to promote the development of Securities Market; * to regulate the securities market and * for matters connected therewith or incidental thereto. Since its inception SEBI has been working targetting the securities and is attending to the fulfillment of its objectives with commendable zeal and dexterity. The improvements in the securities markets like capitalization requirements, margining, establishment of clearing corporations etc. reduced the risk of credit and also reduced the market. SEBI has introduced the comprehensive regulatory measures, prescribed registration norms, the eligibility criteria, the code of obligations and the code of conduct for different intermediaries like, bankers to issue, merchant bankers, brokers and sub-brokers,...
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...Section‐B Case Study: A Bill with A Class Act The role of a well‐functioning financial market is to create conditions wherein the savings in the economy can be smoothly channelized into investments. To make this transmission smooth and attractive for all stakeholders, it’s important that everyone plays by the rules. So, the rules have to be well defined and the interests of all stakeholders adequately protected. Stock markets in India are regulated and monitored by the Securities and Exchange Board of India (SEBI). Its mandate is to work for the betterment of the market and protect investors’ interest. SEBI constantly works towards improving the rules and laws governing the stock markets and this year was no different. It made several changes in areas such as compliance by listed companies, improving the quality and presentation of information for investors at the time of public issues, and making the grievance redressal system more investor friendly. However, the most important change of the year was the passage of The Companies Act, 2013, which will bring in significant changes in the way companies function and is likely to better protect the interest of shareholders. Among other things, the new law provides details for the buyout of the minority shareholders and simplifies the rules for mergers. The most notable idea of the Act is the provision for class action suit. Shareholders and depositors in a company can now hold the management accountable in case of wrongdoing...
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...Accounting Fraud at Satyam Computers March 04, 2011 BACKGROUND Satyam Computers Services Limited was a consulting and an Information Technology (IT) services company founded by Ramalingam Raju in 1988. It was India’s fourth largest company in India’s IT industry, offering a variety of IT services to many types of businesses. Its network spanned over 46 countries, across 6 continents and employed over 20,000 IT professionals. On 7th January 2009, Satyam scandal was publicly announced and Ramalingam Raju confessed and notified SEBI (Securities and Exchange Board of India), which is the Indian equivalent of SEC, of having falsified the account. Raju confessed that Satyam’s balance sheet of 30 September 2008 contained inflated figures for cash and bank balances of Rs 5,040 crores (US$ 1.04 billion) [as against Rs 5,361 crores (US$ 1.1 billion) reflected in the books], an accrued interest of Rs. 376 crores (US$ 77.46 million) which was non-existent, an understated liability of Rs. 1,230 crores (US$ 253.38 million) on account of funds which were arranged by himself and an overstated debtors’ position of Rs. 490 crores (US$ 100.94 million) [as against Rs. 2,651 crores (US$ 546.11 million) in the books]. REASON FOR FRAUD Deriving high stock values allows the promoters to enjoy benefits allowing them to buy real wealth outside the company and thereby giving them opportunity to derive money to acquire large stakes in other firms on another hand. This could be the reason Raju’s...
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...CONCEPT PAPERONREGULATIONOF INVESTMENTADVISORS 1. Background 1.1 Section 11 (2)(b) of SEBI Act empowers SEBI to register and regulate working of Investment Advisors and such other intermediaries who may be associated with securitiesmarketin any othermanner. 1.2 As decided by SEBI Board in its meeting dated March 22, 2007, SEBI had posted a consultative paper on the “Regulation of Investment Advisors” on its website inviting public comments. Based on public commentsreceived on the consultative paper as also the USAID (Fire Project), a memorandum was placed before the SEBI Board proposing a regulatory approach forInvestment Advisors. It was proposed that the Regulationsshall be implemented through an SRO. As Investment Advisors offer products across asset classes, it wasfelt that the respective regulators may take a view and formulate similar norms and code of conduct. Accordingly a reference was made to the HLCC on Financial and Capital Markets. 1.3 HLCCFM in its meeting held on December 22, 2008 set up the D. Swarup Committee to re‐examine the issue. The committee submitted its report to government in December 2009 which was discussed in the HLCCFM meeting in March 2010. Subsequently, regulatory issuesrelating to Wealth Management and / Private Banking undertaken by banks were discussed by the FSDC Sub‐Committee in itsmeeting on March 4, 2011. 1.4 In this background, SEBI has developed a framework for regulation of investment advisorsthrough the SROroute. 2...
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...International Business - Daniels and Radebouqh 2. International Business - Sundaram and Black 3. International Business — Roebuck and Simon 4. International Business – Charles Hill 5. International Business— Subba Rao 3.0.2 Strategic management 100 Marks Course Content 1. Strategic Management Process: Vision. Mission, Goal Philosophy. Policies of an Organization. 2. Strategy, Strategy as planned action, Its importance, Process and advantages of planning Strategic v/s Operational Planning. 3. Decision making and problem solving. Categories of problems, Problem solving skill, Group decision making. Phases indecision making, 4. Communication Commitment and performance, Role of the leader, Manager v/s Leaders Leadership styles 5. Conventional Strategic Management v[s Unconventional Strategic Management. The Differences, Changed Circumstance. 6. Growth Acce orators: Business Web, Market Power, learning based. 7. Management Control, Elements, Components of Management Information Sysstems 8. Mokena’s 7 8 Models : Strategy, style, structure, systems, staff, skill and Shared values 9. Group Project Reference Text 1. Strategic Management — Thompson & Striekland McGraw Hill 2. Competitive advantage – Michael...
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