Page 1
SECURITIES
Chapter 2
What is meant by ‘Securities’?
What is the function of Securities Market?
Which are the securities one can invest in?
Why does Securities Market need Regulators?
Who regulates the Securities Market?
What is SEBI and what is its role?
The definition of ‘Securities’ as per the Securities Contracts Regulation Act (SCRA), 1956,
includes instruments such as shares, bonds, scrips, stocks or other marketable securities of
similar nature in or of any incorporate company or body corporate, government securities,
derivatives of securities, units of collective investment scheme, interest and rights in securities,
security receipt or any other instruments so declared by the Central Government.
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’.
Shares
Government Securities
Derivative products
Units of Mutual Funds etc., are some of the securities investors in the securities market
can invest in.
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 are protected.
The responsibility for regulating the securities market is shared by Department of Economic
Affairs (DEA), Department of Company Affairs (DCA), Reserve Bank of India (RBI) and Securities
and Exchange Board of India (SEBI).
The Securities and Exchange Board of India (SEBI) is the regulatory authority in India
established under Section 3 of SEBI Act, 1992. SEBI Act, 1992 provides for establishment of
¦
¦
¦
¦
2.1 Regulator
Securities and Exchange Board of India (SEBI) with statutory powers for (a) protecting the
interests of investors in securities (b) promoting the development of the securities market and (c)
regulating the securities market. Its regulatory jurisdiction extends over corporates in the
issuance of capital and transfer of securities, in addition to all intermediaries and persons
associated with securities market. SEBI has been obligated to perform the aforesaid functions by
such measures as it thinks fit. In particular, it has powers for:
Regulating the business in stock exchanges and any other securities markets
Registering and regulating the working of stock brokers, sub-brokers etc.
Promoting and regulating self-regulatory organizations
Prohibiting fraudulent and unfair trade practices
Calling for information from, undertaking inspection, conducting inquiries and audits of
the stock exchanges, intermediaries, self-regulatory organizations, mutual funds and
other persons associated with the securities market.
The securities market essentially has three categories of participants, namely, the issuers of
securities, investors in securities and the intermediaries, such as merchant bankers, brokers etc.
While the corporates and government raise resources from the securities market to meet their
obligations, it is households that invest their savings in the securities market.
It is advisable to conduct transactions through an intermediary. For example you need to transact
through a trading member of a stock exchange if you intend to buy or sell any security on stock
exchanges. You need to maintain an account with a depository if you intend to hold securities in
demat form. You need to deposit money with a banker to an issue if you are subscribing to
public issues. You get guidance if you are transacting through an intermediary. Chose a SEBI
registered intermediary, as he is accountable for its activities. The list of registered
intermediaries is available with exchanges, industry associations etc.
The securities market has two interdependent segments: the primary (new issues) market and
the secondary market. The primary market provides the channel for sale of new securities while
the secondary market deals in securities previously issued.
¦
¦
¦
¦
¦
2.2 Participants
Who are the participants in the Securities Market?
Is it necessary to transact through an intermediary?
What are the segments of Securities Market?
Introduction to Financial Markets
9
Page 2
SECURITIES
Chapter 2
What is meant by ‘Securities’?
What is the function of Securities Market?
Which are the securities one can invest in?
Why does Securities Market need Regulators?
Who regulates the Securities Market?
What is SEBI and what is its role?
The definition of ‘Securities’ as per the Securities Contracts Regulation Act (SCRA), 1956,
includes instruments such as shares, bonds, scrips, stocks or other marketable securities of
similar nature in or of any incorporate company or body corporate, government securities,
derivatives of securities, units of collective investment scheme, interest and rights in securities,
security receipt or any other instruments so declared by the Central Government.
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’.
Shares
Government Securities
Derivative products
Units of Mutual Funds etc., are some of the securities investors in the securities market
can invest in.
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 are protected.
The responsibility for regulating the securities market is shared by Department of Economic
Affairs (DEA), Department of Company Affairs (DCA), Reserve Bank of India (RBI) and Securities
and Exchange Board of India (SEBI).
The Securities and Exchange Board of India (SEBI) is the regulatory authority in India
established under Section 3 of SEBI Act, 1992. SEBI Act, 1992 provides for establishment of
¦
¦
¦
¦
2.1 Regulator
Securities and Exchange Board of India (SEBI) with statutory powers for (a) protecting the
interests of investors in securities (b) promoting the development of the securities market and (c)
regulating the securities market. Its regulatory jurisdiction extends over corporates in the
issuance of capital and transfer of securities, in addition to all intermediaries and persons
associated with securities market. SEBI has been obligated to perform the aforesaid functions by
such measures as it thinks fit. In particular, it has powers for:
Regulating the business in stock exchanges and any other securities markets
Registering and regulating the working of stock brokers, sub-brokers etc.
Promoting and regulating self-regulatory organizations
Prohibiting fraudulent and unfair trade practices
Calling for information from, undertaking inspection, conducting inquiries and audits of
the stock exchanges, intermediaries, self-regulatory organizations, mutual funds and
other persons associated with the securities market.
The securities market essentially has three categories of participants, namely, the issuers of
securities, investors in securities and the intermediaries, such as merchant bankers, brokers etc.
While the corporates and government raise resources from the securities market to meet their
obligations, it is households that invest their savings in the securities market.
It is advisable to conduct transactions through an intermediary. For example you need to transact
through a trading member of a stock exchange if you intend to buy or sell any security on stock
exchanges. You need to maintain an account with a depository if you intend to hold securities in
demat form. You need to deposit money with a banker to an issue if you are subscribing to
public issues. You get guidance if you are transacting through an intermediary. Chose a SEBI
registered intermediary, as he is accountable for its activities. The list of registered
intermediaries is available with exchanges, industry associations etc.
The securities market has two interdependent segments: the primary (new issues) market and
the secondary market. The primary market provides the channel for sale of new securities while
the secondary market deals in securities previously issued.
¦
¦
¦
¦
¦
2.2 Participants
Who are the participants in the Securities Market?
Is it necessary to transact through an intermediary?
What are the segments of Securities Market?
Introduction to Financial Markets
9
SECURITIES
Chapter 2
What is meant by ‘Securities’?
What is the function of Securities Market?
Which are the securities one can invest in?
Why does Securities Market need Regulators?
Who regulates the Securities Market?
What is SEBI and what is its role?
The definition of ‘Securities’ as per the Securities Contracts Regulation Act (SCRA), 1956,
includes instruments such as shares, bonds, scrips, stocks or other marketable securities of
similar nature in or of any incorporate company or body corporate, government securities,
derivatives of securities, units of collective investment scheme, interest and rights in securities,
security receipt or any other instruments so declared by the Central Government.
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’.
Shares
Government Securities
Derivative products
Units of Mutual Funds etc., are some of the securities investors in the securities market
can invest in.
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 are protected.
The responsibility for regulating the securities market is shared by Department of Economic
Affairs (DEA), Department of Company Affairs (DCA), Reserve Bank of India (RBI) and Securities
and Exchange Board of India (SEBI).
The Securities and Exchange Board of India (SEBI) is the regulatory authority in India
established under Section 3 of SEBI Act, 1992. SEBI Act, 1992 provides for establishment of
¦
¦
¦
¦
2.1 Regulator
Securities and Exchange Board of India (SEBI) with statutory powers for (a) protecting the
interests of investors in securities (b) promoting the development of the securities market and (c)
regulating the securities market. Its regulatory jurisdiction extends over corporates in the
issuance of capital and transfer of securities, in addition to all intermediaries and persons
associated with securities market. SEBI has been obligated to perform the aforesaid functions by
such measures as it thinks fit. In particular, it has powers for:
Regulating the business in stock exchanges and any other securities markets
Registering and regulating the working of stock brokers, sub-brokers etc.
Promoting and regulating self-regulatory organizations
Prohibiting fraudulent and unfair trade practices
Calling for information from, undertaking inspection, conducting inquiries and audits of
the stock exchanges, intermediaries, self-regulatory organizations, mutual funds and
other persons associated with the securities market.
The securities market essentially has three categories of participants, namely, the issuers of
securities, investors in securities and the intermediaries, such as merchant bankers, brokers etc.
While the corporates and government raise resources from the securities market to meet their
obligations, it is households that invest their savings in the securities market.
It is advisable to conduct transactions through an intermediary. For example you need to transact
through a trading member of a stock exchange if you intend to buy or sell any security on stock
exchanges. You need to maintain an account with a depository if you intend to hold securities in
demat form. You need to deposit money with a banker to an issue if you are subscribing to
public issues. You get guidance if you are transacting through an intermediary. Chose a SEBI
registered intermediary, as he is accountable for its activities. The list of registered
intermediaries is available with exchanges, industry associations etc.
The securities market has two interdependent segments: the primary (new issues) market and
the secondary market. The primary market provides the channel for sale of new securities while
the secondary market deals in securities previously issued.
¦
¦
¦
¦
¦
2.2 Participants
Who are the participants in the Securities Market?
Is it necessary to transact through an intermediary?
What are the segments of Securities Market?
8
Page 3
SECURITIES
Chapter 2
What is meant by ‘Securities’?
What is the function of Securities Market?
Which are the securities one can invest in?
Why does Securities Market need Regulators?
Who regulates the Securities Market?
What is SEBI and what is its role?
The definition of ‘Securities’ as per the Securities Contracts Regulation Act (SCRA), 1956,
includes instruments such as shares, bonds, scrips, stocks or other marketable securities of
similar nature in or of any incorporate company or body corporate, government securities,
derivatives of securities, units of collective investment scheme, interest and rights in securities,
security receipt or any other instruments so declared by the Central Government.
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’.
Shares
Government Securities
Derivative products
Units of Mutual Funds etc., are some of the securities investors in the securities market
can invest in.
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 are protected.
The responsibility for regulating the securities market is shared by Department of Economic
Affairs (DEA), Department of Company Affairs (DCA), Reserve Bank of India (RBI) and Securities
and Exchange Board of India (SEBI).
The Securities and Exchange Board of India (SEBI) is the regulatory authority in India
established under Section 3 of SEBI Act, 1992. SEBI Act, 1992 provides for establishment of
¦
¦
¦
¦
2.1 Regulator
Securities and Exchange Board of India (SEBI) with statutory powers for (a) protecting the
interests of investors in securities (b) promoting the development of the securities market and (c)
regulating the securities market. Its regulatory jurisdiction extends over corporates in the
issuance of capital and transfer of securities, in addition to all intermediaries and persons
associated with securities market. SEBI has been obligated to perform the aforesaid functions by
such measures as it thinks fit. In particular, it has powers for:
Regulating the business in stock exchanges and any other securities markets
Registering and regulating the working of stock brokers, sub-brokers etc.
Promoting and regulating self-regulatory organizations
Prohibiting fraudulent and unfair trade practices
Calling for information from, undertaking inspection, conducting inquiries and audits of
the stock exchanges, intermediaries, self-regulatory organizations, mutual funds and
other persons associated with the securities market.
The securities market essentially has three categories of participants, namely, the issuers of
securities, investors in securities and the intermediaries, such as merchant bankers, brokers etc.
While the corporates and government raise resources from the securities market to meet their
obligations, it is households that invest their savings in the securities market.
It is advisable to conduct transactions through an intermediary. For example you need to transact
through a trading member of a stock exchange if you intend to buy or sell any security on stock
exchanges. You need to maintain an account with a depository if you intend to hold securities in
demat form. You need to deposit money with a banker to an issue if you are subscribing to
public issues. You get guidance if you are transacting through an intermediary. Chose a SEBI
registered intermediary, as he is accountable for its activities. The list of registered
intermediaries is available with exchanges, industry associations etc.
The securities market has two interdependent segments: the primary (new issues) market and
the secondary market. The primary market provides the channel for sale of new securities while
the secondary market deals in securities previously issued.
¦
¦
¦
¦
¦
2.2 Participants
Who are the participants in the Securities Market?
Is it necessary to transact through an intermediary?
What are the segments of Securities Market?
Introduction to Financial Markets
9
SECURITIES
Chapter 2
What is meant by ‘Securities’?
What is the function of Securities Market?
Which are the securities one can invest in?
Why does Securities Market need Regulators?
Who regulates the Securities Market?
What is SEBI and what is its role?
The definition of ‘Securities’ as per the Securities Contracts Regulation Act (SCRA), 1956,
includes instruments such as shares, bonds, scrips, stocks or other marketable securities of
similar nature in or of any incorporate company or body corporate, government securities,
derivatives of securities, units of collective investment scheme, interest and rights in securities,
security receipt or any other instruments so declared by the Central Government.
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’.
Shares
Government Securities
Derivative products
Units of Mutual Funds etc., are some of the securities investors in the securities market
can invest in.
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 are protected.
The responsibility for regulating the securities market is shared by Department of Economic
Affairs (DEA), Department of Company Affairs (DCA), Reserve Bank of India (RBI) and Securities
and Exchange Board of India (SEBI).
The Securities and Exchange Board of India (SEBI) is the regulatory authority in India
established under Section 3 of SEBI Act, 1992. SEBI Act, 1992 provides for establishment of
¦
¦
¦
¦
2.1 Regulator
Securities and Exchange Board of India (SEBI) with statutory powers for (a) protecting the
interests of investors in securities (b) promoting the development of the securities market and (c)
regulating the securities market. Its regulatory jurisdiction extends over corporates in the
issuance of capital and transfer of securities, in addition to all intermediaries and persons
associated with securities market. SEBI has been obligated to perform the aforesaid functions by
such measures as it thinks fit. In particular, it has powers for:
Regulating the business in stock exchanges and any other securities markets
Registering and regulating the working of stock brokers, sub-brokers etc.
Promoting and regulating self-regulatory organizations
Prohibiting fraudulent and unfair trade practices
Calling for information from, undertaking inspection, conducting inquiries and audits of
the stock exchanges, intermediaries, self-regulatory organizations, mutual funds and
other persons associated with the securities market.
The securities market essentially has three categories of participants, namely, the issuers of
securities, investors in securities and the intermediaries, such as merchant bankers, brokers etc.
While the corporates and government raise resources from the securities market to meet their
obligations, it is households that invest their savings in the securities market.
It is advisable to conduct transactions through an intermediary. For example you need to transact
through a trading member of a stock exchange if you intend to buy or sell any security on stock
exchanges. You need to maintain an account with a depository if you intend to hold securities in
demat form. You need to deposit money with a banker to an issue if you are subscribing to
public issues. You get guidance if you are transacting through an intermediary. Chose a SEBI
registered intermediary, as he is accountable for its activities. The list of registered
intermediaries is available with exchanges, industry associations etc.
The securities market has two interdependent segments: the primary (new issues) market and
the secondary market. The primary market provides the channel for sale of new securities while
the secondary market deals in securities previously issued.
¦
¦
¦
¦
¦
2.2 Participants
Who are the participants in the Securities Market?
Is it necessary to transact through an intermediary?
What are the segments of Securities Market?
8
Unit Code: 3 Unit Title: Primary Market
Session-1 : New Issue Market
Location:
Class Room,
Stock
Exchange,
FMM Lab,
Learning
Outcome
Knowledge
Evaluation
Performance
Evaluation
Teaching and
Training Method
·
·
Who can bring
new issue.
Role of Primary
Market
· Different rates
to bring new
issue (Face
value,
premium,
discount)
Interactive lecture:
Discuss IPO Form.
Activity:
Visit in Stock
Exchange to collect
Reports and IPO
Forms.
·
·
·
Need for issue
Market
Capitalization
Public Vs
Private
Placement
·
·
Pricing of new
issue
Subscription
· Parties
involved in
new issues
Interactive lecture:
Procedure
Discussion
Activity:
Learn how to fill
IPO
Session-2 : Issue of Shares
·
·
·
Draft offer
documents
Listing
agreement
SEBI role
· Distinguish
between
Abridged
Prospectus
and Red
Herring
Prospectus
Interactive lecture:
Highlights of
Prospectus
Activity:
Bring prospectus
from the Stock
Exchange
Session-3 : Saturated Prospectus
· Causes to
bring issue
on Face
Value and
Premium
and
Discount
respectively.
·
·
Abridged
Prospectus
Red-Herring
Prospectus
What is the role of the ‘Primary Market’?
What is meant by Face Value of a share/debenture?
What do you mean by the term Premium and Discount in a Security Market?
Why do companies need to issue shares to the public?
What are the different kinds of issues?
The primary market provides the channel for sale of new securities. Primary market provides
opportunity to issuers of securities; Government as well as corporates, to raise resources to meet
their requirements of investment and/or discharge some obligation.
They may issue the securities at face value, or at a discount/premium and these securities may
take a variety of forms such as equity, debt etc. They may issue the securities in domestic market
and/or international market.
The nominal or stated amount (in Rs.) assigned to a security by the issuer. For shares, it is the
original cost of the stock shown on the certificate; for bonds, it is the amount paid to the holder
at maturity. Also known as par value or simply par. For an equity share, the face value is usually
a very small amount (Rs.5, Rs.10) and does not have much bearing on the price of the share,
which may quote higher in the market, at Rs.100 or Rs.1000 or any other price. For a debt
security, face value is the amount repaid to the investor when the bond matures (usually,
Government securities and corporate bonds have a face value of Rs.100). The price at which the
security trades depends on the fluctuations in the interest rates in the economy.
Securities are generally issued in denominations of 5, 10 or 100. This is known as the Face Value
or Par Value of the security as discussed earlier. When a security is sold above its face value, it is
said to be issued at a Premium and if it is sold at less than its face value, then it is said to be
issued at a Discount.
Most companies are usually started privately by their promoter(s). However, the promoters’
capital and the borrowings from banks and financial institutions may not be sufficient for setting
up or running the business over a long term. So companies invite the public to contribute
towards the equity and issue shares to individual investors. The way to invite share capital from
the public is through a ‘Public Issue’. Simply stated, a public issue is an offer to the public to
subscribe to the share capital of a company. Once this is done, the company allots shares to the
applicants as per the prescribed rules and regulations laid down by SEBI.
Primarily, issues can be classified as a Public, Rights or Preferential issues (also known as private
placements). While public and rights issues involve a detailed procedure, private placements or
preferential issues are relatively simpler. The classification of issues is illustrated below:
3.1 Issue of Shares
PRIMARY MARKET
Chapter 3
Introduction to Financial Markets
11
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