3. 1998-1999
Maximum Index Level : 4280.96
2007-2008
Maximum Index Level : 20873.33
The growth in securities market can be visualized
from the rise in Sensex from 1998-1999 to 2007-
2008.
4. Intermed-
Iaries :
Less Stringent
Lesser
Regulations
Respons-
ibilities
More
Lesser Listed
Suspended
Companies
Companies
Several
Stock
Exchanges
Scattered &
Undeveloped
Market
5. Intermediaries:
Established & Stricter
With Greater Regulations
Responsibilities
More
Corporate
Restructurings
More IPOs/ FPOs/
Right Issues
More Listed
Compliant
Companies
Independent
Stock
Exchange
Developing
Markets
6. International
Listings
More ADRs/
E- GDRs/ FCCBs
Connectivity
Global
Restructurings
Intermediaries:
Merger Much More
Of Exchanges Responsibilities
Revival of More Stringent
Inactive Regulations
Exchanges
Developed Globalisation
Market & Liberalisation
8. 9487
404
Brokers
186
Depository
57
Participant Merchant
Banker Registrar
& Transfer
Agents
48
Banker
to an 23
Issue Debenture 16
Trustee 5
Custodians Credit
Rating
Agency
9.
10. BOARD OF
DIRECTORS
DIR A DIR B DIR C DIR D DIR E
COMPANY POLICIES
INVESTORS CUSTOMERS
SUPPLIERS COMPANY GOVERNMENT AND
EXTERNAL STAKEHOLDERS
SECRETARY REGULATORS
LENDERS SOCIETY
DEPARTMENTS IN A COMPANY
CORPORATE FINANCE AND HUMAN CORPORATE PRODUCTION INFORMATION
LEGAL MARKETING
PLANNING ACCOUNTS RESOURCES COMMUNICATION OPERATIONS
AND TECHNOLOGY
OPERATIONAL PLANNING AND EXECUTION
12. In relation to
Renders Audit, management, l
Independent Bound by Code Advisory, aw & Corporate
Professional of Conduct Representation Governance
Services processes &
practices
13. WHY
FOR
CS BEST SERVICES SECURITIES
SUITED RELATED MARKET
TO
HOW??
14. Knowledge
of Securities &
Other Laws
Communication
Skills Leadership
Entrepreneurship
15. Securities
Contract & SEBI
Regulation Act Act, Rul
es &
Rules &
Regulat
Byelaws of SEBI Regulations
ions
Stock
Exchanges
Other
Laws
Depositories
Act
Listing Agreement
16. •Intermediaries Regulations •SAST Regulations
COMPANIES
INTERMEDIARIES
•Merchant Bankers Regulations •Buy-back of securities
•Credit Rating Agencies Regulations
Regulations •Prohibition of Insider Trading
•Depositories & Participants Regulations
Regulations •Delisting of Equity Shares
•Custodian of Securities Regulations
Regulations •Investor Protection &
•Bankers to an Issue Education Fund Regulations
Regulations •Issue & Listing of Debt
•Debenture Trustees Securities Regulations
Regulations •Prohibition of Fraudulent &
•RTA Regulations UTP relating to Securities
•Portfolio Managers Market Regulations
Regulations •DIP Guidelines
•Stock Brokers & Sub-brokers
Regulations
17. • Listed Companies
• Unlisted Company
Company about to come
with the IPO & get
Listed
• Merchant Bankers
Intermed • RTAs
-iaries • Brokers
• Depositories etc.
• Advisors
Others • Stock Exchanges
18. Vigilance
Officer
Event
Manager
Face of
Management
Strategic
Planner
COMPANY SECRETARY
Keypoint between navigates the
Company & CORPORATE GROWTH
Stakeholders
with
Knowledge of GOOD GOVERNANCE
Various Securities
Laws
19.
20. Approvals Due Diligence Appointment
Required & Compliance of
Intermediaries
By Company By
Intermediaries
Promoters
Eligibility Contents of Pricing of Disclosures
Norms Prospectus securities
Compliance of
various Rules & Post Issue
Regulations obligations
21. Strategic Planning Due-Diligence Appointment of Exemptions
Intermediaries & from
other Involved Takeover
Agencies Panel
Acquirer
Determination Target
of Offer Price Company
Legal &
Documentations Post Offer Representing the
Procedural
Compliances Company before all
Aspects
Authorities
Public
Letter of
Announcement Offer
22. Strategic Planning Approvals Documentations
Required
High Scheme of
Court RD/ OL / Merger Petitions
ROC
Stock
Exchange
Tax Planning Post- Merger
Compliances
Legal & Financial Due Diligence
Aspects of Business
23. Approvals Appointment Coordination
Strategic Planning Required of with
Intermediaries Intermediaries
Stock
Exchange
SEBI
Due-
Diligence
Legal &
Procedural Buy- Back offer
Aspects & Offer Price
Post- Offer
Compliances
25. For Clients
Representations
Expansion •Due Diligence of
Companies
• Strategic Planning
• Strategic Planning • Representations
• Reports of various
•Restructuring before SEBI, SAT &
corporate actions such as
• Mergers Stock Exchange on
Public Issue/ Right Issue/
• Change in Control behalf of the
Buy-Back etc.
• Expansion of Intermediary as well
• Issue various Certificates
as on behalf of the
Business as prescribed under SEBI
Clients
Act/ Regulations/
Guidelines
26. Event Based
Compliances
Routine
Compliances
General
• Link between
• Comply with
Intermediary/
various reports to be • Restructuring
Clients &
Authorities sent to • Mergers
• Vetting of Legal
Authorities • Change in Control
Agreements with
• Certificates • Change in Directors
Authorities &
Clients • Internal Audit
28. As As As
PCS Advisor Representa
tor
Due
Brokers Audit
Diligence
Securities
Certifications
Audit Appearance
as per Listing
Corporate before :
Agreement
Restructuring SEBI
Certifications
Capital SAT
required for
Restructuring CLB
Corporate
Unlocking Consent Orders
Actions
company’s real
Secretarial
value
Audit
29. Merchant
Depository
Banker
Registrar Management
& Transfer Consultant
Broker
Agent
For this one must have
30. Contd.
• As specified by • Sound legal
SEBI from time to knowledge
time • Familiarity with
securities market
• Good
communication
skills
• Management
Investment Skills skills
Experience Revenue
• As prescribed by • More Efforts More
Authorities Revenue
• Preferably have
an experience in
the field of
Securities Market
• Dealt with SEBI &
Exchanges
31. Securities Market is in its nascent
stage & its emergence will bring
abundant opportunities & issues to
be resolved…