DGIM LAW COLLEGE

Course- LL.B 6th

Subject- Financial Market Regulation
1
FINANCIAL SYSTEM
Unit Structure
1.1 Introduction
1.2 Structure of a Financial System
1.3 Summary
1.1 INTRODUCTION
 This Unit presents bare elements of a financial system.
 It discusses the constituents, economic developmental
contribution and constraints, and performance criteria of the
financial system and certain concepts in its development.
1.2 STRUCTURE OF A FINANCIAL SYSTEM
The financial system or financial sector of any country
consists of specialised and non-specialised financial institutions, of
organised and unorganised financial markets, of financial
instruments and services which facilitate transfer of funds.
Procedures and practices adopted in the markets, and financial
interrelationships are also parts of the system. These parts are not
always mutually exclusive; for example, financial institutions
operate in financial markets and are, therefore, a part of such
markets.
The word "system" in the term "financial system", implies a
set of complex and closely connected or interlinked institutions,
agents, practices, markets, transactions, claims and liabilities in the
economy. The financial system is concerned about money, credit
and finance-the three terms are intimately related yet are somewhat
different from each other. Money refers to the current medium of
exchange or means of payment. Credit or loan is a sum of money
to be returned, normally with interest; it refers to a debt of economic
2
unit. Finance is a monetary resources comprising debt and
ownership funds of the state, company or person. Figure 1.1
presents the typical structure of a financial system in any economy.
Financial Institutions are business organisations that act as
mobilisers and depositories of savings and as purveyors of credit or
finance. They also provide various financial services to the
community. They differ from non-financial (industrial and
commercial) business organisations in respect of their dealings, i.e.
while the former deal in financial assets such as deposits, loans,
securities and so on, the latter deal in real assets such as
machinery, equipment, stocks of goods, real estate and so on. The
distinction between the financial sector and the "real sector" should
not be taken to mean that there is something unproductive
(ephemeral) about finance. At the same time, it means that the role
of financial sector should not be overemphasised. The activities of
different financial institutions may be either specialised or they may
overlap; quite often they overlap. Yet we need to classify financial
institutions and this is done on the basis of their primary activity or
the degree of their specialisation with relation to savers or
borrowers with whom they customarily deal or the manner of their
creation. In other words, the functional, geographic, sectoral scope
of activity or the type of ownership are some of the criteria which
are often used to classify a large number and variety of financial
institutions which exist in the economy. However, it should be kept
in mind that such classification is likely to be imperfect and
tentative.
According to one classification, financial institutions are
divided into banking and non-banking institutions. The banking
institutions have quite a few things in common with the non-banking
ones, but their distinguishing character lies in the fact that, unlike
other institutions. they participate in the economy's payments
mechanism, i.e., they provide transactions services, their deposit
liabilities constitute a major part of the national money supply, and
they can, as a whole, create deposits or credit, which is money.
3
Banks, subject to legal reserve requirements, can advance
credit by creating claims against themselves, while other institutions
can lend only out of resources put at their disposal by the savers.
The distinction between the two has been highlighted by Sayers by
characterising the former as "creators" of credit, and the latter as
mere "purveyors" of credit. While the banking system in India
comprises the commercial banks and co-operative banks, the
examples of non-banking financial institutions are Life Insurance
Corporation (LIC), Unit Trust of India (UTI) and Industrial
Development Bank of India (IBDI).
Financial institutions are also classified as intermediaries
and non-intermediaries. As the term indicates, intermediaries
intermediate between savers and investors; they lend money as
well as mobilise savings; their liabilities are towards the ultimate
savers; while their assets are from the investors or borrowers. Nonintermediary
institutions do the loan business but their resources
are not directly obtained from the savers. All banking institutions
are intermediaries. Many non-banking institutions also act as
intermediaries and when do so they are known as Non-Banking
institutions also act as intermediaries and Insurance Corporation
(GIC) are some of the NBFIs in India. Non-intermediary institutions
like IDBI, Industrial Finance Corporation (IFC), and National Bank
for Agriculture and Rural Development (NABARD) have come into
existence because of governmental efforts to provide assistance for
specific purposes, sectors and regions. Their creation as a matter
of policy has been motivated by the philosophy that the credit
needs of certain borrowers might not be otherwise adequately met
by the usual private institutions. Since they have been set up the
government, we can call them Non-Banking Statutory Financial
Organisations (NBSFO).
4
Financial markets are the centres or arrangements that
provide facilities for buying and selling of financial claims and
services. The corporations, financial institutions, individuals and
governments trade in financial products in these markets either
directly or through brokers and dealers on organised exchanges of
off-exchanges. The participants on the demand and supply sides of
these markets are financial institutions, agents, brokers, dealers,
borrowers, lenders, savers and others who are interlinked by the
laws, contracts, covenants and communication networks.
Financial markets are sometimes classified as primary
(direct) and secondary (indirect) markets. The primary markets deal
in the new financial claims or new securities and, therefore, they
are also known as new issue markets. On the other hand,
secondary markets deal in securities already issued or existing or
outstanding. The primary market mobilise savings and supply fresh
or additional capital to business units. Although secondary markets
do not contribute directly to the supply of additional capital, they do
so indirectly by rendering securities issued on the primary markets
liquid. Stock markets have both primary and secondary market
segments.
Very often financial markets are classified as money markets
and capital markets, although there is essential difference between
the two as both perform the same function of transferring resources
to the producers. This conventional distinction is based on the
differences in the period of maturity of financial assets issued in
these markets. While money markets deal in the short-term claims
(with a period of maturity of one year or less), capital markets do so
in the long-term (maturity period above one year) claims. Contrary
to popular usage, the capital market is not only co-existence with
the stock market; but it is also much wider than the stock market.
Similarly, it is not always possible to include a given participant in
either of the two (money and capital) markets alone. Commercial
banks, for example, belong to both. While treasury bills market, call
money market, and commercial bills markets are examples of
money market, stock market and government bonds markets are
examples of capital market.
Keeping in view different purposes, financial markets have
also been classified into the following categories:
a. Organised and unorganised
b. Formal and informal
c. Official and parallel and
d. Domestic and foreign.
5
There is no precise connotation with which the words
unorganised and informal are used in this context. They are quite
often used interchangeably. The financial transactions which take
place outside the well-established exchanges or without systematic
and orderly structure or arrangements constitute the unorganised
markets. They generally refer to the markets in villages or rural
areas, but they exist in urban areas also. Interbank money markets
and most foreign exchange markets do not have organised
exchanges. But they are not unorganised markets in the same way
the rural markets are. The informal markets are said usually involve
families and small groups of individuals lending and borrowing from
each other. This description cannot be strictly applied to the foreign
exchange markets, but they are also mostly informal markets.
As mentioned earlier, financial systems deal in financial
services and claims or financial assets or securities or financial
instruments. These services and claims are many and varied in
character. This is so because of the diversity of motives behind
borrowing and lending. The stage of development of the financial
system can often be judged from the diversity of financial
instruments that exist in the system.
The financial assets represent a claim to the payment of a
sum of money sometime in the future (repayment of principal) and /
or a periodic (regular or not so regular) payment in the form of
interest or dividend. With regard to bank deposit or government
bond or industrial debenture, the holder receives both the regular
periodic payments and the repayment of the principal at a fixed
date. Whereas with regard to ordinary share or perpetual bond,
only periodic payments are received (which are regular in the case
of perpetual bond but may be irregular in the case of ordinary
share).
Financial securities are classified as primary (direct) and
secondary (indirect) securities. The primary securities are issued by
the ultimate investors directly to the ultimate savers as ordinary
shares and debentures, while the secondary securities are issued
by the financial intermediaries to the ultimate savers as bank
deposits, units, insurance policies, and so on. For the purpose of
certain types of analysis, it is also useful to talk about ownership
securities (viz., shares) and debt securities (viz. debentures,
deposits).
Financial instruments differ from each other in respect of
their investment characteristics which, of course, are
interdependent and interrelated. Among the investment
6
characteristics of financial assets of financial products, the following
are important:
1. Liquidity
2. Marketability
3. Reversibility
4. Transferability
5. Transaction Costs
6. Risk of default or the degree of capital and income uncertainty
and a wide array of other risks
7. Maturity period
8. Tax Status
9. Options such as call-back or buy-back options
10. Volatility of prices and
11. The rate of return-nominal, effective and real.
1.3 SUMMARY
 The financial system or financial sector of any country consists
of specialised and non-specialised financial institutions, of
organised and unorganised financial markets, of financial
instruments and services which facilitate transfer of funds.
Procedures and practices adopted in the markets, and financial
interrelationships are also parts of the system. These parts are
not always mutually exclusive; for example, financial institutions
operate in financial markets and are, therefore, a part of such
markets.
 The word "system" in the term "financial system", implies a set
of complex and closely connected or interlinked institutions,
agents, practices, markets, transactions, claims and liabilities in
the economy. The financial system is concerned about money,
credit and finance-the three terms are intimately related yet are
somewhat different from each other.
 Financial Institutions are business organisations that act as
mobilisers and depositories of savings and as purveyors of
credit or finance. They also provide various financial services to
the community. They differ from non-financial (industrial and
commercial) business organisations in respect of their dealings,
i.e. while the former deal in financial assets such as deposits,
7
loans, securities and so on, the latter deal in real assets such as
machinery, equipment, stocks of goods, real estate and so on.
1.4 QUESTIONS
1. What are financial markets? Explain their basis.
2. Explain the constituents of financial markets.
3. State the functions of financial markets.

8
2
INDIAN FINANCIAL SYSTEM
Unit Structure
2.1 Background
2.2 Indian Financial System at Present
2.3 Indicators of Financial Development
2.4 Flow-Of-Funds Accounts
2.5 Trends in Savings and Investment
2.6 Financial Integration
2.7 Regulation and Deregulation
2.8 Summary
2.9 Questions
2.1 BACKGROUND
The politico-economic background of the financial
development in India has been determined by the nature our mixed
economic system. The objectives of this system with respect to
growth, sectoral priorities, distribution have influenced the
functioning and development of IFS. Some of the marked
characteristics of Indian economy during the past 50 years are
continuous inflation, increasing internal (fiscal) and external deficits,
industrialisation, urbanisation and significant structural
transformation. Functioning within this context, all sectors of the
economy, including the financial markets, have undergone
significant changes. Further, there has been a close interaction
between the financial and economic systems.
2.2 INDIAN FINANCIAL SYSTEM AT PRESENT
A striking feature of the IFS is its prodigious growth in the
past 50 years in terms of size, diversity, sophistication, and
complexity. Money supply, savings, bank deposits and credit,
primary and secondary issues and so on have increased
tremendously, the supportive factor being the continuous and high
rate of inflation. While the prices in 1996 were about 18times the
prices in 1950, the commercial banks' deposits, to take just one
9
example, in 1997 were more than 618 times their deposits in 1951.
The bank deposits have increased from Rs. 909 crore in 1951 to
Rs. 5, 61, 982 crore at the end of March 1997. This is a very
remarkable growth indeed, particularly as, with the passing years, it
occurred on an expanding base.
The quantitative growth of the IFS has been accompanied by
significant diversification and innovations in respect of an array of
financial institutions, instruments, and services. India has witnessed
all types of financial innovations, during the past 50 years. A large
number of totally new institutions catering to almost every sector
have been set up since 1950. As a result, today we have a highly
diversified structure of financial institutions. Similarly, a large
number of new financial instruments have come to be introduced,
as a result of which we now have a fairly diversified portfolio of
financial claims. Further, significant reorganisation, gloabalisation,
privatisation, deregulation, automation, computerisation, changes in
ownership, consolidation and mergers of financial institutions have
been effected. A veritable financial revolution appears to have
occurred in India, as elsewhere, over the years.
Table 1 reflects the richness, diversity, complexity and welldeveloped
nature of the IFS as it stands today. It lists all the major
financial institution, financial instruments and financial services
which now exist in India. For the sake of clarity, only the major
markets have been specifically mentioned. Table 1 only mentions
only the main types of financial institutions and instruments, while
their sub types are not mentioned. The commercial banks, cooperative
banks, mutual funds, industrial debentures, preference
shares, treasury bills, bank deposits, for example, have many sub
types.
2.3 INDICATORS OF FINANCIAL DEVELOPMENT
The financial development of a country is usually studied by
examining changes in the following indicators:
a. Finance ratio - measures the total issues of primary and
secondary claims in relation to national income.
b. Financial Inter-relation Ratio (FIR) - ratio of financial assets to
physical assets, and it indicates the relationship between financial
structure and real assets structure of the economy.
c. New Issue Ratio (NIR) - ratio of primary issues to the physical
capital formation and it indicates how far investment has been
financed by direct issues to the savers by the investing sectors.
10
d. Intermediation Ration (IR) - ratio of secondary issues to primary
issues. IR indicates the importance of financial institutions or
intermediaries as mobilisers of funds relative to real sectors as
direct mobilisers of funds. It indicates the institutionalisation of
financing in the economy.
These four indicators of financial development for the span
of more than 40 years (1951-94) are presented in Table 2. They
have all increased significantly implying the growing importance of
financial institutions in the economy and the growth of financial
flows in relation to economic activity, both in the form of direct and
indirect finance. The levels and changes in FIR indicate that the
financial structure in India has grown more rapidly than the national
income. Changes in FR indicate that there has been a marked rise
in the institutionalisation of financing investment, and that
separation between the acts of saving and investment has grown.
2.4 FLOW-OF-FUNDS ACCOUNTS
Flow-of-funds accounts (FOFA) of a country are also very
useful in understanding the structure of financial institutions,
assets-structure, financial behaviour and inter-relationships and the
nature of financial development in that country. Before we turn to
the study of flow-of-accounts in India, it would be useful to first
understand the meaning and general nature of flow-of-accounts.
The Flow-of-Funds Accounts are financial counterpart of the
National Income Accounts of the real sector of the economy. They
contain all - sectoral and aggregate-sources and uses of funds for a
given economy. The sources and uses of funds in the form of
various financial claims for a selected number of sectors are
presented in the form of matrix, and the complexity of the matrix
depends upon the number of sectors and the number of types of
assets/liabilities or securities chosen. The sectors are subdivisions
of the economy and are more or less homogeneous in respect of
their functional and operational characteristics. In India, for this
purpose the economy is divided into six sectors, namely, banking,
other financial institutions, private corporate business, Government,
household and the rest of the World. In the USA, the number of
sectors for this purpose is nine. The FOFA may be prepared and
presented either for each quarter or year. In India, only the yearly
Flow-of-Funds tables are available so far.
In order to avoid confusion, it is necessary to understand the
interrelationships between the flows in the form of saving,
investment, sources, uses, assets, liabilities, borrowing and
lending. Roughly speaking, while uses, assets, lending and
11
investment fall on one side; sources, liabilities, borrowing, and
saving fall on the other side.
The FOFA matrix is prepared by examining the balance
sheets of various sectors at the beginning and at the end of the
period. The convention is to treat increase in assets as uses of
funds and increase in liabilities as sources of funds. Thus, although
constructed out of sectoral stock statements, these tables contain
changes or flows of funds between two points of time. It may be
noted that only net increases in assets are treated as use of funds;
dept repayment or dis-saving, which are in fact, uses of funds are
treated as negative sources of funds. In the same fact, sources of
funds, are treated as negative uses. Further, the sectoral flows are
also shown on the net basis i.e. while the inter-sectoral flows are
included, intra-sectoral transactions are not recorded. For example,
a loan from one household to another would not be reflected in the
FOFA tables. The sources and uses of funds for each sector and
for the entire economy must balance in theory. However, in practice
they often do not balance and we get discrepancies for the sector
totals and for aggregate totals. The lack of balance reflects the
enormous difficulties in combining transactions and sectors in
sources and uses matrix. Analytically, the lack of balance may
evidence the nature of likely future developments. The
distinguishing characteristic FOFA which emerges is that they
present net flows of funds between sectors and between two points
of time. To summarise, "the flow of funds is an interlocking,
complete system that depicts the balanced sources and uses of
funds for each sector, the inter-relationship among sectors, and the
saving, investment, borrowing, lending and money flow totals for a
3-month or 1-year period."
The examples of FOFA matrices for India are presented in
Table form relating to the years respectively. The position of any
item in a column shows the place of the item in the particular
sector's total assets (uses) and liabilities (sources). A sector's
position in the row shows the share of that sector's holding of a
particular asset or liability in the national total of assets/liabilities.
Percentages of items to respective column totals are given in
brackets. These tables can be interpreted to reveal a good deal of
information regarding the institutional and assets structure in India
over the span of 20 years. However, we mention below two or three
important points only by way of illustration.
The total net financial flows have increased from Rs. 3771
crores to Rs. 113, 751 crores, i.e by 3116 percent during 1966-67
and 1987-88. In terms of their quantitative importance in 1987-88,
different financial liabilities in India can be ranked in this
12
descending order: currency and bank deposits, loans and
advances; central Government securities, provident fund, securities
of other financial institutions and corporate securities in the total
liabilities have increased marginally, that of loans and advances,
the Government securities has declined. While the share of banking
and other financial institutions in the total sources of funds has
increased, that of private corporate business, Government, and
households has declined. The assets-wise distribution of financial
savings of the household sector to be presented later also would
show that now bank deposits, provident fund, other claims on the
government, life insurance policies, deposits with companies,
corporate securities and units are important in this descending
order as media for household savings. The importance of
contractual claims in India has increased over this period. Since
this change has occurred in the face of inflation, the hypothesis that
inflation discourages contractual savings needs to be reviewed.
The top position of bank deposits in India throughout this period is
in contrast with the developments in other countries, where the
importance of banking system was observed to have declined with
the financial development.
2.5 TRENDS IN SAVINGS AND INVESTMENT
At this point the major changes that have occurred in the
savings and investment trends should be noted. We may do so by
studying either the net saving and investments or gross saving and
investment, the difference between the gross and net quantities
being equal to fixed capital consumption allowance. In 1988-89 the
gross domestic saving was 84 times and the investment 98 times of
1950-51. The rates of saving and capital formation (i.e. each of
them as percent of GDP) have shown a remarkable increase from
about 10% to 21 and 24 % respectively. These rates of increase in
India have been higher than in many developing as well as
developed countries. Thus, the IFS has amply fulfilled one of its
basic functions, namely the promotion of saving and investments.
Also we understand that the major part of saving has been
due to the household sector. The household sector saving as
percentage of the total savings has increased from 74% in 1950-51
to 81% in 1988-89. The contribution of the private corporate and
public sectors together with the national savings has not been even
one fourth of that and it has remained at that low level. Thus India
differs from many other countries where "household savings play a
minor role, with corporations generally playing the dominant role in
the accumulation of national surplus, with some tendency for
13
governments to compensate where the corporations share falls
below the median."
The household sector has been the only surplus sector in
India, while the investment of private corporate and public sectors
has always far exceeded their respective savings. A detailed study
of the pattern of financing of investment of different sectors has
shown that the dependence of the private corporate and public
sectors on the household sector and financial institutions for the
purpose of financing their investment, has increased substantially
over time.
2.6 FINANCIAL INTEGRATION
The financial system has now become much more integrated
than ever before. The dividing lines between the so-called
"organised" and "unorganised" sectors, between the "busy" and
"slack" seasons, are getting increasingly imperceptible. Among the
factors that are behind greater integration are:
a. The Government entry in a very big way in the wholesale trading
of a large number of commodities.
b. An unprecedented expansion of the network of rural branches of
banks.
c. The transformation in the perception of the role of financial
institutions.
d. The evolution of financial institutions as multifunction (mixed)
institutions.
The banks and term lending financial institutions have
become more integrated through such methods as the use of
"participation certificates"; the adoption of "participation approach"
to granting loans and offering financial services like underwriting
and guaranteeing; and their activities in the markets for call loans,
commercial bills, and so on. The refinance and rediscounting
schemes of institutions like IDBI and NABARD, have also
contributed to greater integration.
2.7 REGULATION AND DEREGULATION
The financial sector in India today, is almost entirely owned
and controlled by the Government. One of the "commanding
heights" of the economy is almost totally in the hands of the
Government. This has been achieved in two ways:
a. Through the nationalisation, one after another, of financial
institutions. This process started with the nationalisation of the RBI
14
in 1949, followed by that of the Imperial Bank of India, the life
insurance companies, commercial banks, and general insurance
companies.
b. Through the creation of a host of new financial institutions in the
public sector. This process began with the setting up of the IFC in
1949 followed by many other institutions mentioned earlier.
Apart from direct public ownership, the authorities closely
monitor, regulate and control the policies of financial institutions in
respect of personnel, expansion, and the pricing and distribution of
credit. Almost every single rate of interest and return on financial
claims is administered by the Government authorities. Further, the
allocation of credit is effected mainly through direct credit controls,
credit ceilings, and fixation of credit targets.
The policies of public ownership, administrative regulations
and controls, and consolidation have led to the growth of
monopolistic/oligopolistic market structures in the Indian financial
sector. Financial markets in India are quite imperfect, and the
institutional structure is characterized by a very high degree of
centralisation and concentration.
The unparalleled Government control of financial institutions
can hardly be said to have served the objectives of social justice.
The Government-owned and Government controlled financial
system has, in fact, promoted the interests of large private business
organisations; it has helped rather than curbed the concentration of
economic power in the hands of the powerful. It has, of course,
helped the Government sector also to appropriate huge sums of
money easily and at concessional cost. In fact, advancing credit to
the Government sector has become, ipso facto, justifiable and
desirable.
All this have, in the recent past, generated much discussion
in India, as in other countries, regarding the restructure,
deregulation and liberalization of the financial system. The
authorities have therefore liberalized the financial systems in many
ways. They have removed certain regulations in respect of the
stock market (viz. regarding bonus issues, issues of fresh capital),
and they have removed the interest rate ceiling in the call money
market. Banks have been freed from ceiling on their lending rates;
interest rates on CDS, CPS, participation certificates are market
determined; the Credit Authorization Scheme has been
discontinued.
It has been rightly pointed out in this context that financial
regulation and deregulation have to be relevant to both time and
15
space, and we cannot apply a priori, simplistic and borrowed ides to
this subject. In India, regulation promoted financial and institutional
development; it did not have the text-book effect of restructuring the
growth of financial intermediation. But it has also meant high cost of
branch expansion of banks, low quality and low return on assets,
low profitability of banks, and so on. Therefore, liberalisation should
be brought about through sequenced and structured steps rather
than suddenly. It would help to effect slow and progressive freezing
of interest rates, and discontinuation of the policy of direct credit
allocation.
2.8 SUMMARY
 The politico-economic background of the financial development
in India has been determined by the nature our mixed economic
system.
 The objectives of this system with respect to growth, sectoral
priorities, distribution have influenced the functioning and
development of IFS.
 Some of the marked characteristics of Indian economy during
the past 50 years are continuous inflation, increasing internal
(fiscal) and external deficits, industrialisation, urbanisation and
significant structural transformation.
 Functioning within this context, all sectors of the economy,
including the financial markets, have undergone significant
changes. Further, there has been a close interaction between
the financial and economic systems.
2.9 QUESTIONS
Q1. Explain Indian Financial System at present.
Q2. Discuss on saving and investments in the financial markets.
Q3. Write explanatory notes on regulation and deregulation.

16

3
REGULATORY INSTITUTIONS
Unit Structure
3.1 Introduction
3.2 Sebi (Guidelines for Disclosure and Investor Protection),
2000
3.3 Sebi (Issue and Listing of Debt Securities) Regulations, 2008
3.4 Filing of Draft Offer Document
3.5 Fimmada
3.6 Stock Exchanges in India
3.7 Major Financial Institutions in India
3.8 Foreign Investment Promotion Board
3.9 Summary
3.10 Questions
3.1 INTRODUCTION
Financial Sector in India has experienced a better
environment to grow with the presence of higher competition. The
Financial system in India is regulated by independent regulators in
the field of banking, insurance, mortgage and capital market.
Government of India plays significant role in controlling the financial
markets in India.
Ministry of Finance, Government of India control the financial
sector in India. Every year the Finance Ministry presents the annual
budget. The Reserve Bank of India (RBI) is an apex institution in
controlling the banking system in the country. It's monetary policy
acts as a major weapon in India's financial market.
Securities Exchange Board of India (SEBI) is one of the
regulatory authority of India's Capital Market.
Here in this Chapter a focus on major financial regulatory
bodies in financial market is made.
The debt markets in India are regulated by two agencies ----
RBI and SEBI. In a notification issued by the Government on March
2, 2000, the area of responsibility between RBI and SEBI have
been clearly delineated. In terms of this notification, the contracts
17
for sale and purchase of government securities, gold related
securities, money market securities and securities derived from
these securities and ready forward contracts in debt securities shall
be regulated by the RBI.
However, regulation of money market mutual funds, which
predominantly invest in money markets, is done by the SEBI, which
is the regulatory authority for the mutual fund industry. SEBI is the
regulating agency for the stock markets and the member-brokers of
the stock exchanges, and therefore, regulates the listing and
trading mechanism of debt instruments. Regulation of corporate
debt issuance is also under the purview of SEBI.
The issuance of debt instruments by the government is
regulated by the Government Securities Act 2006. The issuance of
corporate securities is regulated by the SEBI Guidelines for
Disclosure and investor protection.
The Fixed Income Money Market & Derivatives Association
of Indian (FIMMDA), formed in 1998, is the Self-regulatory
Organisation for debt markets. Its objective is to enable market
development by involving market participants in the creation of
good market practices, uniform market conventions and high levels
of integrity in the debt markets.

INDIAN DEBT MARKET: REGULATIONS AND SECURITY

LEGISLATION
Reserve Bank of India a) Regulates
- Investment pattern of banks
- Money Markets
- NBFCs
b) Prescribes capital adequacy
norms and accounting policies for
banks
SEBI a) Regulates Securities Markets
b) Protects investors’ interest and
stipulates disclosure guidelines
NSE Expected to regulate secondary
market activities in debt
instruments
Companies Act, 1956 Requirements of a prospectus to
be drawn up when a company

Securities Contract
(Regulation) Act, 1956
a) Listing of Securities
b) Right of appeal against refusal to list securities
c) Free transferability of securities issues new shares or
18 debentures
Securities Contract
(Regulation) Act, 1956
a) Listing of Securities
b) Right of appeal against refusal
to list securities
c) Free transferability of securities
GOVERNMENT SECURITIES ACT, 2006
With a view to consolidating and amending the law relating
to the Government Securities and its management by the Reserve
Bank of India, the Parliament had enacted the Government
Securities Act, 2006. The Act received the presidential assent on
August 30, 2006. The Government Securities Act also provides that
RBI may take regulations to carry out the purpose of the Act.
Government Securities Act, 2006 and Government
Securities Regulations, 2007 have come into force with effect from
December 1, 2007. The Government Securities Act applies to
Government securities created and issued by the Central and State
Governments. The new Act and Regulations would facilitate
widening and deepening of the Government Securities market and
its more effective regulation by the Reserve Bank.
GOVERNMENT SECURITIES REGULATIONS, 2007
Government Securities Regulations, 2007 have been made
by the Reserve Bank of India to carry out the purpose of the
Government Securities Act. The Government Securities
Regulations provides for transfer of Government securities held in
different forms.
a. Government security held in the form of Government Promissory
Notes is transferable by endorsement and delivery.
b. A bearer bond is transferable by delivery and the person in
possessions of the bond shall be deemed to be the holder of the
bond.
c. Government Securities held in the form of Stock Certificates,
Subsidiary General Ledger account including a constituent
Subsidiary General Ledger Account & Bond Ledger Account are
transferable, before maturity, by executive of forms – III, IV & V
respectively appended to the Government Securities Regulations.
d. Government Securities held in subsidiary general ledger account
including a constituent subsidiary general ledger account or bond
19
ledger account, shall also be transferable by execution of a deed in
an electronic form under digital signature.
3.2 SEBI (GUIDELINES FOR DISCLOSURE AND
INVESTOR PROTECTION), 2000
SEBI Guidelines for issuance of corporate debentures is
stipulated in Chapter X of the DIP, 2000. Some of its major
provisions are:-
Requirement for Credit Rating
No company shall make a public issue or rights issue of debt
instruments (whether convertible or not), unless credit rating is
obtained from at least one credit rating agency registered with the
board and disclosed in the offer document. Where ratings are
obtained from more than one credit rating agencies, all the ratings
including the unaccepted credit ratings, shall be disclosed in the
offer document. All the credit ratings obtained during the three
years (3) preceding the public or rights issue of debt instrument
(including convertible instruments) for any listed security of the
issuer company shall be disclosed in the offer document.
Requirement in respect of Debenture Trustee
No company shall issue a prospectus or a letter of offer to
the public for subscription of the debentures, unless the company
has appointed one or more debenture trustees for such debentures
in accordance with the provisions of the Companies Act, 1956.
Creation of Debenture Redemption Reserves (DRR)
For the redemption of the debentures issued, the company
shall create debenture redemption reserve in accordance with the
Provisions of the Companies Act, 1956.
Distribution of Dividends
In case of the companies which have defaulted in payment
of interest on debentures or redemption of debentures or in creation
of security as per the terms of issue of the debentures, any
distribution of dividend shall require approval of the Debenture
Trustees and the Lead Institution, if any, dividends may be
distributed out of profit of particular years only after transfer of
requisite amount in DRR.
Redemption
The issuer company shall redeem the debentures as per the offer
document.
20
Disclosures in Respect of Debentures
The offer document shall contain:
i. Premium amount on conversion, time of conversion.
ii. In case of PCDs/NCDs, redemption amount, period of maturity,
yield on redemption of the PCDs/NCDs.
iii. Full information relating to the terms of offer or purchase
including the name(s) of the party offering to purchase the khokhas
(non-convertible portion of PCDs).
iv. The discount at which such offer is made and the effective price
for the investor as a result of such discount.
v. The existing and future equity and long term debt ratio.
vi. Servicing behaviour on existing debentures, payment of due
interest on due dates on term loans and debentures.
3.3 SEBI (ISSUE AND LISTING OF DEBT SECURITIES)
REGULATIONS, 2008
Issue Requirements for Public Issues General Conditions
a. No issuer should make any public issue of debt securities if as
on the date of filling of draft offer document and final offer
document as provided in these regulations, the issuer or the person
in control of the issuer, or its promoter, has been restrained or
prohibited or debarred by the Board from accessing the securities
market or dealing in securities and such direction in order is in
force.
b. The following conditions have to be satisfied by an issuer for
making any public issue of debt securities as on the date of filing of
draft offer document and final offer document.
i. If the issuer has made an application to more than one
recognised stock exchange, the issuer is required to choose one of
them as the designated stock exchange. Further, where any of
such stock exchanges have nationwide trading terminals, the issuer
should choose one of them as designated stock exchange. For any
subsequent public issue, the issuer may choose a different stock
exchange subject to the requirements of this regulation.
ii. The issuer has to obtain in principle approval for listing of its debt
securities on the recognised stock exchanges where the application
for listing has been made.
21
iii. Credit rating has been obtained from at least one credit rating
agency registered with SEBI and is disclosed in the offer document.
If the credit ratings have been obtained from more than one credit
rating agency, then all ratings including the unaccepted ratings
have to be disclosed in the offer document.
iv. It has to enter into an arrangement with a depository registered
with SEBI for dematerialisation of debt securities that are proposed
to be issued to the public in accordance with the Depositories Act
1996 and regulations made there under.
c. The issuer should appoint one or more merchant bankers
registered with SEBI at least one of whom should be a lead
merchant banker.
d. The issuer should appoint one or more debenture trustees in
accordance with the provision of Section 117 B of the Companies
Act, 1956 and SEBI (Debenture Trustee) Regulations 1993.
e. The issuer should not issue debt securities for providing loan to
or acquisition of shares of any person who is part of the same
group or who is under the same management.
3.4 FILING OF DRAFT OFFER DOCUMENT
No issuer should make a public issue of debt securities
unless a draft of offer document has to be filed with the designated
stock exchange through the lead merchant banker. The draft offer
document filed with the stock exchange has to be made public by
posting the same on the website of the designated stock exchange
for seeking public comments for a period of seven working days for
the date of filing the draft offer document with such exchange. The
draft offer document may also be displayed on the website of the
issuer, merchant bankers.
The lead merchant bankers should ensure that the draft offer
document clearly specifies names and contact particulars of the
compliance officer of the lead merchant banker and the issuer
including the postal and email address, telephone and fax numbers.
The lead merchant banker should also ensure that all comments
received on the draft offer document are suitably addressed prior to
the filing of the offer document with the Registrar of Companies. A
copy of the draft and final offer document should be forwarded to
SEBI for its records, simultaneously with filing of these documents
with the designated stock exchanges.
The lead merchant bankers should prior to filing of the offer
document with the Registrar of Companies, furnish to SEBI a due
22
diligence certificate as per the format provided in Schedule II of
SEBI (Issue and Listing of Debt Securities) Regulations, 2008.
Electronic Issuance
An issuer proposing to issue debt securities to the public
through the on-line system of designated stock exchange should
comply with the relevant applicable requirements as may be
specified by SEBI.
Price Discovery through Book Building
The issuer may determine the price of debt securities in
consultation with the lead merchant banker and the issue may be at
fixed price or the price may be determined through the book
building process in accordance with the procedure as may be
specified by SEBI
Minimum Subscription
The issuer may decide the amount of minimum subscription
which it seeks to raise by issue of debt securities and disclose the
same in the offer document. In the event of non-receipt of minimum
subscription all application moneys received in the public issue
shall be refunded forthwith to its applicants.
Listing of Debt Securities
An issuer desirous of making an offer of debt securities to
the public has to make an application for listing to one or more
recognised stock exchanges in terms of sub-section (1) Section 73
of the Companies Act, 1956 (I of 1956). The issuer has to comply
with the conditions of listing of such debt securities as specified in
the Listing Agreement with the Stock Exchanges where such debt
securities are sought to be listed.
3.5 FIMMDA
The Fixed Income Money Market and Derivatives
Association of India (FIMMDA), an association of Scheduled
Commercial Banks, Public Financial Institutions, Primary Dealers
and Insurance Companies was incorporated as a Company under
Section 25 of the Companies Act, 1956 on June 3, 1998. FIMMDA
is a voluntary market body for the bond, money and derivatives
markets. FIMMDA has members representing all major institutional
segments of the market. The membership includes Nationalised
Banks such as State Bank of India, its associate banks and other
nationalised banks; Private Sector Banks such as ICICI Bank,
HDFC Bank, IDBI Bank, Foreign Banks such as Bank of America,
ABN Amro, Citibank, Financial institutions such as IDFC, EXIM
23
Bank, NABARD, Insurance Companies like LIC, ICICI Prudential
Life Insurance company, Birla Sun Life Insurance Company and all
Primary Dealers.
The FIMMDA represents market participants and aids the
development of the bond, money and derivatives market. It acts as
an interface with the regulators on various issues that impact the
functioning of these markets. It also undertakes developmental
activities, such as, introduction of benchmark rates and new
derivatives instruments etc. FIMMDA releases rates of various
Government securities that are used by market participants for
valuation purposes. FIMMDA also plays a constructive role in the
evolution of best market practices by its members so that the
market as a whole operates transparently as well as efficiently.
3.6 STOCK EXCHANGES IN INDIA
3.6 (a) NATIONAL STOCK EXCHANGE OF INDIA
In the year 1991 Pherwani Committee recommended to
establish National Stock Exchange (NSE) in India. In 1992 the
Government of India authorised IDBI for establishing this exchange.
In NSE, there is trading of equity shares, bonds and
government securities. India's stock exchanges particularly National
Stock Exchange (NSE) has achieved world standards in the recent
years. The NSE India ranked its 3rd position since last four years in
terms of total number of trading per calendar year.
Presently, there are 24 stock exchanges in India, out of
which 20 have exchanges, National Stock Exchange (NSE), Over
The Counter Exchange of India Ltd. (OTCEI), and Inter-connected
Stock Exchange of India Ltd (ISE) have nation-wide trading
facilities.
New NSE Reference Rates
Both MIBOR (Mumbai Inter Bank Offer Rate) and MIBID
(Mumbai Inter Bank Bid Rate) are the two new references rates of
National Stock Exchanges. These two new reference rates were
launched on 15 June1998 for the loans of inter-bank call money
market. Both MIBOR and MIBID work simultaneously. The MIBOR
indicates lending rates for loans while MIBID is the rate for receipts.
3.6 (b) BOMBAY STOCK EXCHANGE (BSE)
BSE is one of the oldest stock exchanges in Asia and was
established in the year 1875 in the name of "The Native Share and
Stock Brokers Association."
24
BSE is located at Dalal Street, Mumbai, India. It got
recognition in the year 1956 from the Government of India under
Securities Contracts (Regulation) Act, 1956. Presently BSE
SENSEX is recognised world-wide. Trading volumes have drawn
the attention over the globe.
BSE INDICES
The well known index is BSE SENSEX. Others include BSE
500, BSEPSU, BSEMIDCAP, BSEMLCAP and BSEBANKEX.
BSE 100 Index:
The equity share of 100 companies from the list of 5 major
stock exchanges such as Mumbai, Calcutta, Delhi, Ahmedabad and
Madras are selected for the purpose of compiling the BSE National
Index. The year 1983-84 is taken as the base year for this index.
The method of compilation here is same as that of the BSE
SENSEX.
BSE 200 Index:
The BSE 200 Index was launched on 27th May 1994. The
companies under BSE 200 have been selected on the basis of their
market capitalisation, volumes of turnover and other fundamental
factors. The financial year 1989-90 has been selected as the base
year.
BSE 500 Index:
BSE 500 Index consisting of 500 scrips is functioning since
1999. Presently BSE 500 Index represents more than 90% of the
total market capitalisation on Bombay Stock Exchange Limited.
BSE PSU Index:
BSE PSU Index has been working since 4th June 2001. This
index includes major Public Sector Undertakings listed in the
Exchange. The BSE PSU Index tracks the performance of listed
PSU stocks in the exchange.
RESERVE BANK OF INDIA
Reserve Bank of India is the apex monetary Institution of
India. It is also called as the central bank of the country. The bank
was established on April1, 1935 according to the Reserve Bank of
India act 1934. It acts as the apex monetary authority of the
country.
The preamble of the reserve bank of India is as follows:
"...to regulate the issue of Bank Notes and keeping of
reserves with a view to securing monetary stability in India
and generally to operate the currency and credit system of the
country to its advantage."
25
3.7 MAJOR FINANCIAL INSTITUTIONS IN INDIA
This is a list on the major financial institutions in India and
their respective date of starting operations.
Financial Institution Date of Starting
Imperial Bank of India 1921
Reserve Bank of India April 1, 1935
Industrial Finance corporation of India 1948
State Bank of India July 1, 1955
Unit Trust of India Feb. 1,1964
IDBI July 1964
NABARD July 12,1982
SIDBI 1990
EXIM Bank January 1, 1982
National Housing Bank July 1988
Life Insurance Corporation (LIC) September 1956
General Insurance Corporation (GIC) November 1972
Regional Rural Banks Oct. 2, 1975
Risk Capital and Technology Finance
Corporation Ltd. March 1975
Technology Development & Information Co.
of India Ltd. 1989
Infrastructure Leasing & Financial Services
Ltd. 1988
Housing Development Finance Corporation
Ltd. (HDFC) 1977
3.8 FOREIGN INVESTMENT PROMOTION BOARD
The Foreign Investment Promotion Board is a special
agency in India dealing with the matters relating to Foreign Direct
Investment. This special board was set up with a view to raise the
volume of investment to the country. The sole aim of the board is to
create a base in the country by which a larger volume of investment
can be drawn to the country.
On 18 February 2003, the board was transferred to the Department
of Economic Affairs (DEA) Ministry of Finance.
26
Important functions of the Board are as follows:
 Formulating proposals for the promotion of investment.
 Steps to implement the proposals.
 Setting friendly guidelines for facilitating more investors.
 Inviting more companies to make investment.
 To recommend the Government to have necessary actions for
attracting more investment.
 With regards to the structure of the Foreign Investment
Promotion Board, the board comprises the following group of
secretaries to the Government:
 Secretary to Government Department of Economic Affairs,
Ministry of Finance- Chairman.
 Secretary to Government Department of Industrial Policy and
Promotion, Ministry of commerce and Industry.
 Secretary to Government, Department of Commerce, Ministry
of Commerce and Industry.
 Secretary to Government, Economic Relations, Ministry of
External Affairs.
 Secretary to Government, Ministry of Overseas Indian Affairs.
 In the recent years, particularly after the implementation of the
new economic policy, the Government has undertaken many
steps to attract more investors for investing in the country. The
new proposals for the foreign investment are allowed under the
automatic route keeping in view the sectoral practices.
3.9 SUMMARY
 Financial Sector in India has experienced a better environment
to grow with the presence of higher competition. The Financial
system in India is regulated by independent regulators in the
field of banking, insurance, mortgage and capital market.
Government of India plays significant role in controlling the
financial markets in India.
 Ministry of Finance, Government of India control the financial
sector in India. Every year the Finance Ministry presents the
annual budget. The Reserve Bank of India (RBI) is an apex
institution in controlling the banking system in the country. It's
monetary policy acts as a major weapon in India's financial
market.
27
 Securities Exchange Board of India (SEBI) is one of the
regulatory authority of India's Capital Market.
3.10 QUESTIONS
Q1. Name the regulatory Institutions.
Q2. Explain the role and functions of SEBI, RBI.
Q3. Write explanatory notes on the following:
a. Financial Institutions of India.
b. Foreign Investment Promotion Board.


4
CAPITAL MARKETS
Unit Structure
4.0 Learning Objectives
4.1 Introduction
4.2 Definitions of Capital Market
4.3 Importance of Capital Market
4.4 Functions of Capital Market
4.5 Players in the Capital Market
4.6 The Growth of the Capital Market
4.7 Components of the Capital Market
4.8 Structure of Capital Market in India
4.9 Nature and Constituents
4.10 Industrial Securities
4.0 LEARNING OBJECTIVES
After studying this unit, learner will be able to
understand:
 The meaning, structure, components, players of capital markets.
 The learner will comprehend industrial securities market.
 The learner will understand the meaning of primary markets.
 The learner will understand the characteristics of primary
markets, the meaning of IPO and how IPO is issued.
 The learner will also comprehend the process of book-building
and the meaning of red herring prospectus.
 The learner will understand the meaning of secondary markets,
need for secondary market, role of secondary market, equity
and debt market.
 The learner will further understand the working of stock
exchanges.
29
 The learner will understand how the shares are bought and sold
in stock exchanges, gain knowledge on stock indices.
4.1 INTRODUCTION
Capital Market is a market for long-term sources of finance
to the industrial and corporate sector. The development of a nation
depends upon the rapid growth of industrialisation of a country.
Asset formation is the crucial factor for prosperity of nation. The
asset creation is based on supply of capital and technology. Capital
alone will not create prosperity. The prosperity is the combination of
Technology, Capital and Human Resources. The chemistry of
these factors will definitely help the underdeveloped countries
towards developed nation.
4.2 DEFINITIONS OF CAPITAL MARKET
According to Arun K. Datta the capital market may be
defined as, "the capital market is a complex of institutions
investment and practices with established links between the
demand for and supply of different types of capital gains".
According to F. Livingston the capital market may be defined
as, "In a developing economy, it is the business of the capital
market to facilitate the main stream of command over capital to the
point of the highest yield. By doing so, it enables, control over
resources to pass into the hands of those who can employ them
must effectively thereby increasing production capacity and spelling
the national dividend."
4.3 IMPORTANCE OF CAPITAL MARKET
Capital market deals with long-term funds. These funds are
subject to uncertainty and risk. It supplies long and medium term
funds to the corporate sector. It provides the mechanism for
facilitating capital fund transactions. It deals in ordinary shares,
bond debentures and stocks and securities of the government. In
this market the funds flow will come from savers. It converts
financial assets into productive physical assets. It provides
incentives to savers in the form of interest or dividend to the
investors. It leads to capital formation. The following factors play an
important role in the growth of the capital market:
1. A strong and powerful Central Government
2. Financial dynamics
3. Speedy industrialisation
4. Attracting Foreign Investment
30
5. Investments from NRIs
6. Speedy Implementation of policies
7. Regulatory changes
8. Globalisation
9. The level of savings and investment pattern of the household
sectors
10. Development of financial theories
11. Sophisticated technological advances
4.4 FUNCTIONS OF CAPITAL MARKET
Capital market plays a vital role in the development by
mobilising the savings to the needy corporate sector. In recent
years there has been a substantial growth in the Capital Market.
The Capital Market involves in various functions and significance.
They are presented below:
i. Coordinator
ii. Motivation to savings
iii. Transformation to investments
iv. Enhances economic growth
v. Stability
vi. Advantages to the investors
vii. Barometer
i. Coordinator
The Capital Market functions as coordinator between savers
and investors. It mobilises the savings from those who have surplus
fund and divert them to the needy persons or organisations.
Therefore, it acts as a facilitator of the financial resource. In this
way it plays a vital role in transferring the surplus resources to
deficit sectors. It increases the productivity of the industry which
ultimately reflects in GDP and national income of the country. It
increases the prosperity of the nation.
ii. Motivation of Savings
The Capital Market provides a wide range of financial
instruments at all times. India has a vast number of individual
savers and the crores of rupees are available with them. These
resources can be attracted by the capital market with nature. The
banks and non-banking financial institutions motivate the people to
save more and more. In less developed countries, there is no
efficient capital market to tap the savings. In underdeveloped
countries there are very little savings due to various factors. In
those countries they invest mostly in unproductive sector.
iii. Transformation of Investment
The Capital Market is a place where the savings are
mobilised from various sources, is at the disposal of businessmen
31
and the government. It facilitates lending to the corporate sector
and the government. It diverts the savings amount towards capital
formation of the corporate sector. It creates assets by helping the
industry. Thus, it enhances the productivity and leads to
industrialisation. The industrial development of the country depends
upon the dynamic nature of the capital market. It also provides
facilities through banks and non-banking financial institutions. The
development of financial institutions made the way easy to capital
market. The capital has become more mobile. The interest rate fall
lead to an increase in the investment.
iv. Enhances economic growth
The development of the Capital Market is influenced by
many factors like the level of savings with the public, per capita
income, purchasing capacity, and the general condition of the
economy. The capital market smoothens and accelerates the
process of economic growth. The Capital Market consists of various
institutions like banking and non-banking financial institutions. It
allocates the resources very cautiously in accordance with the
development of needs of the country. The balanced and proper
allocation of the financial resources leads to the expansion of the
industrial sector. Therefore, it promotes the balances regional
development. All regions should be developed in the country.
v. Stability
The Capital Market provides a stable security prices in the
stock market. It tends to stabilise the value of stocks and securities.
It reduces the fluctuations in the prices to the minimum level. The
process of stabilisation is facilitated by providing funds to the
borrowers at a lower interest rate. The speculative prices in the
stock market can be reduced by supply of funds. The flow of funds
towards secondary market reduces the prices at certain level.
Therefore, the Capital Market provides funds to the stock market at
a low rate of interest.
vi. Advantages to the Investors
The investors who have surplus funds can invest in longterm
financial instruments. In Capital Market, a number of long-term
financial instruments are available to the investor at any time.
Hence, the investors can lend their money in the Capital Market at
reasonable rate of interest. The Capital Market helps the investors
in many ways. It is the coordinator to bring the buyer and seller at
one place and ensure the marketability of investments. The stock
market prices are published in newspapers everyday which enables
the investor to keep track of their investments and channelise them
into most profitable way. The Capital Market safeguards the interest
of the investors by compensating from the stock exchange
compensating fund in case of fraud and default.
32
vii. Barometer
The development of the Capital Market is the indicator of the
development of a nation. The prosperity and wealth of a nation
depends, upon the dynamic capital market. It not only reflects the
general condition of the economy but also smoothens and
accelerates the process of economic growth. It consists a number
of institutions, allocates the resources rationally in accordance with
the development needs of the country. A good allocation of
resources leads to expansion of trade and industry. It helps both
public and private sector.
Generally, the corporate sector requires funds not only for
meeting their long-term requirements of funds for their new projects
modernisation, expansion and diversification programmes but also
for covering their operational needs. Therefore, their requirement of
capital is classified as given below:
a. Long-term capital
b. Short-term capital
c. Venture capital
d. Export capital
Long-term capital represents the amount of capital invested
in the form of fixed assets. Fixed assets are such as land, building,
plant and machinery necessary for every company at the initial
stage of the commencement of the production. Heavy amount of
capital is required by the companies when they are going for
modernisation or expansion or diversification. Therefore, the
requirement of long-term capital is supplied by the capital market.
This is also referred to as Fixed Capital. Usually the corporate
sector mobilises the fixed capital from the Capital Market through
various long-term maturity financial instruments. Therefore, it
provides adequate funds to the corporate sector by offering various
financial instruments. They mobilise the funds through issue of
Equity shares. Preference shares, debentures, bonds etc. These
financial instruments have a longer maturity period and they are
treated by the companies as permanent capital. Some instruments
have no maturity until the close down of a business unit.
Short-term capital represents the amount of capital invested
in current assets. The Current Assets consist of cash, bank
balances, inventory, debtors etc. The short-term capital is required
to meet the need of working capital of the corporate sector.
Working capital is required for meeting the operating cost of the
business concern. They are required to pay different amounts to
different parties as per their schedule. Hence, they procure the
working capital from the commercial banks. In India a majority of
the corporate sector is funded by the banks through different
modes of finance. The working capital is known as circulating
33
capital. An adequate supply of working capital leads to smooth
functioning of production of goods. There are some other avenues
available to the corporate sector to meet the needs of the working
capital.
Venture capital is the capital which invested in highly risky
ventures. It is also known as seed capital. It is a quite recent
entrant in the capital market. It has great significance in helping
technocrat entrepreneurs at the commencement stage of the
concern. It has technical expertise. But it lacks finance.
Export capital refers for making payment in International
Trade. The payment of international trade involves in bills of
exchange and other instruments.
4.5 PLAYERS IN THE CAPITAL MARKET
Capital Market is a market for long-term funds. It requires a
well-structured market to enhance the financial capability of the
country. The market consists of a number of players. They are
categorised as:
1. Companies
2. Financial Intermediaries
3. Investors
1. Companies
Generally every public company can access the capital
market. The companies which are in need of finance for their
projects can approach the market. The capital market provides
funds from the savers of the community. The companies can
mobilise the resources for their long-term needs such as project
cost, expansion and diversification of projects and other
expenditure items. In India, the companies should get the prior
permission from the SEBI (Securities Exchange Board of India) to
raise the capital from the market. The SEBI is the most powerful
organisation to monitor, control and guide the capital market. It
classifies the companies for the issue of share capital as new
companies, existing, and unlisted existing listed companies.
According to its guidelines a company is a new company, if it
satisfies all the following conditions:
a. The company shall not have completed 12 months of
commercial operations.
b. Its audited operative results are not available.
c. The company may set-up by entrepreneurs with or without track
record.
A company can be treated as existing listed company, if its
shares are listed in any recognised stock exchange in India. A
34
company is said to be an existing listed company if it is a closely
held or private company.
2. Financial Intermediaries
Financial intermediaries are those who assist in the process
of converting savings into capital formation in the country. A strong
capital formation process is the oxygen to the corporate sector.
Therefore, the intermediaries occupy a dominant role in the capital
formation which ultimately leads to the growth of prospering to the
community. Their role in this situation cannot be neglected. The
government should encourage these intermediaries to build a
strong financial empire for the country. They can also be called as
financial architectures of the Indian digital economy. Their network
cannot be ignored. Their financial capability cannot be measured.
They take active role in the capital market. The major
intermediaries in the capital market are:
a. Brokers
b. Stock-brokers and sub-brokers
c. Merchant Bankers
d. Underwriters
e. Registrars
f. Mutual Funds
g. Collecting agents
h. Depositories
i. Agents
j. Advertising agencies
3. Investors
The capital market consists of many number of investors. All
types of investor's basic objectives are to get good returns on their
investment. Investment means, just parking one's idle fund in a
right parking place for a stipulated period of time. Every parked
vehicle shall be taken away by its owners from parking place after a
specific period. The same process may be applicable to the
investment. Every fund owner may desire to take away the fund
after a specific period. Therefore, safety is the most important factor
while considering the investment proposal. The investors comprise
the financial and investment companies and the general public
companies. Usually, the individual savers are also treated as
investors. Return is the reward to the investors. Risk is the
punishment to the investors who wrongly made investment
decision. Return is always chased by the risk. An intelligent investor
must always try to escape the risk and capture the return. All
rational investors prefer return, but most investors are risk averse.
They attempt to get maximum capital gain. The return can be made
available to the investors in two types and they are in the form of
revenue or capital appreciation. Some investors will prefer for
revenue receipt and others prefer capital appreciation. It depends
35
upon their economic status and the effect of tax implications. The
institutions and companies raise the resources from the market by
designing various schemes to meet the needs and convenience of
the investors. They schemes can be framed to attract all types of
investors, who are selling in the capital market. The main objective
of any type of investor are safety, profitability, liquidity and capital
appreciation.
Distinction between Capital and Money Market
Money market is different from Capital Market on the basis
of the following characteristics:
1. Period of time
2. Financial Instruments
3. Purpose of Loan
4. Risk
5. Market Regulation
6. Liquidity
7. Monitoring
8. Players
1. Period of time
The money market is a market for lending and borrowing of
the short-term finance. The term short-term period refers to finance
available for one year or less to the borrowers. Generally the
borrowers will procure the fund for meeting their working capital
requirements. Usually the working capital of the corporate sector is
supplied by commercial banks and players of the money market.
The capital market is a market where the long-term funds are
available at reasonable rates of interest to the borrowers. Usually
the fixed capital of the corporate sector will be met by the long-term
nature of financial instruments. These financial instruments are
available in the capital market only. The fund will be supplied to the
corporate sector by capital market for the purpose of project
expansion, diversification and other needs.
2. Financial Instruments
The companies generally raise the fund from market by
issuing a number of financial instruments. The money market
consists of short-term financial instruments such as call money,
CDs, Bills and collateral loans etc. On the other hand, the main
instruments are used in the capital market for long-term basis.
These financial instruments such as shares, debentures and bonds
are issued by the companies for their requirements.
3. Purpose of loans
The companies enter the money market to meet the needs
of their short-term finance. The money market issues different types
of financial instruments for one year period to meet the needs of
36
working capital. The working capital arrangements will be adjusted
by the money market while the fixed capital by the capital market.
The long-term needs of finance will be adjusted by the capital
market to the corporate sector.
4. Risk
Generally the financial markets involve some degree of risk.
The level of degree of risk depends upon the nature of market. The
money market involves less risk level while the capital markets
consist of higher levels of risk. The money market maturity period is
one year. On the other hand, capital market caters to the long-term
credit needs for the corporate sector and arrangements will be
made for fixed capital to but land or machinery.
5. Market Regulation
In India, the market is closely observed by the prudential
authorities. It is necessary to regulate the market operations for
better functioning of the financial system. In the capital market the
institutions are not much regulated. The money market is regulated
by RBI, SEBI and Ministry of Finance.
6. Liquidity
Liquidity is the most important factor in the money market.
The role of money market is creation of liquidity. The money market
is a ready market for its financial assets. The basic role of capital
market is providing funds to work on long-term basis. The financial
instruments which are available in the capital market are productive
employment and generation of assets in the economy. Asset
formation is made by the capital market.
7. Monitoring
The money market is closely associated with the Central
Bank of the country. The Central Bank in India is RBI. The RBI is
the supreme authority in the money market. It is directly linked with
the Central Bank of India. But the capital market is regulated,
observed and monitored by the SEBI. The RBI has less control on
capital market.
8. Players
The important players in the money market are Central
Bank, Acceptance house, Commercial Banks, non-banking
financial institutions, Bill brokers etc. But in capital market stock
exchanges, insurance companies, mortgage banks, non-banking
institutions are important players. The secondary market for money
market is not active in India. But the secondary market for capital
market is very active. The investment in money market is highest
safety whereas the investment in capital market is not so safe. The
accessibility to money market by individual is not possible but
capital market provides easy accessibility to the individuals.
37
4.6 THE GROWTH OF THE CAPITAL MARKET
The Indian financial system is both developed and integrated
today. Integration has been through a participatory approach in
granting loans as well as in saving schemes. The expansion in size
and number of 59 institutions has led to a considerable degree of
diversification and increase in the types of financial instruments in
the financial sector which are wholly owned by the government.
The development banks in the Indian financial system have
witnessed vast changes in the planning periods. Now the
development banks constitute the backbone of the Indian Capital
Market. The relevant of the development banks in the industrial
financial system is not merely qualitative, but they have
overwhelming qualitative dimensions in terms of their promotional
and innovational functions. The growth of the capital market is
determined by the following factors:
1. Economic Development
2. Rapid Industrialisation
3. Level of savings and investment of the household sector
4. Technological advances
5. Corporate performance
6. Regulatory framework
7. Participation of foreign institutional investors in the capital
market
8. Development of financial services
9. Liquidity factors
10. Political stability
11. Globalisation
12. Financial Innovation
13. Economic and financial sector reforms
14. International developments
15. Agency costs
16. Emergence of financial intermediaries
17. Specialisation among investment managers
18. Incentives
19. Speed in acquiring, processing and acting upon information
20. NRIs investment.
4.7 COMPONENTS OF THE CAPITAL MARKET
In a capital market, banks and financial institutions are the
important components. They act as catalysts in the economic
development of any country. These institutions mobilise financial
38
savings from household, corporate and other sectors of the
economy and channelise the into productive investments. They act
as a Reservoir of resources of Financial Markets and form the
backbone of the economic and financial system. The Banking
industry has undergone a sea change during the last three
decades. After the modernisation of banks, they not only lend for
the Social and Economic causes but also participated in the
development programmes of Central Government and State
Government. The main components of the capital market in India
are:
1. New-issue Market (Public issues) (Primary Market)
2. Secondary Market (Stock Market) these topics will be covered in
forthcoming units. The Indian Capital Market is regulated by The
Securities and Exchange Board of India (SEBI).
4.8 STRUCTURE OF CAPITAL MARKET IN INDIA
The structure of the capital market has undergone vast
changes in recent years. The Indian capital market has transformed
into a new appearance over the last four and half decades. Now it
comprises an impressive network of financial institutions and
financial instruments. The market for already issued securities has
become more sophisticated in response to the different needs of
the investors. The specialised financial institutions were involved in
providing long-term credit to the corporate sector. Therefore, the
premier financial institutions such as ICICI, IDBI, UTI, LIC and GIC
constitute the largest segment. A number of new financial
instruments and financial intermediaries have emerged in the
capital market, Usually the capital markets are classified in two
ways:
1. On the basis of issuer.
2. On the basis of instruments.
On the basis of issuer the capital markets can be classified
again into two types
1. Corporate securities market.
2. Government securities market.
On the basis of financial instruments the capital markets are
classified into two kinds:
1. Equity Market
2. Debt Market
Recently there has been a substantial development of the
Indian Capital Market. It comprises various sub-markets. Equity
39
market is more popular in India. It refers to the market for equity
shares of existing and new companies. Every company shall
approach the market for rising of funds. The equity market can be
divided into two categories:
1. Primary Market
2. Secondary Market.
Debt Market represents the market for long-term financial
instruments such as debentures, bonds etc.
4.9 NATURE AND CONSTITUENTS
The Capital Markets consist of a number of individuals and
institutions. The Government is also an important player in the
capital market. The players in the capital market channalise the
supply and demand for the long-term capital. The constituents of
the capital markets are, the stock exchange, commercial banks,
cooperative banks, saving banks, development banks, insurance
companies, investment trusts and companies etc.
4.10 INDUSTRIAL SECURITIES
Industrial Securities Market
As the very name suggests, it is a market for industrial
securities namely:
1. Equity shares or ordinary shares
2. Preference Shares
3. Debentures or bonds. It is a market where industrial concerns
raise their capital or debt by issuing appropriate instruments.
It can be further divided into two. They are:
a. Primary Market or New Issue Market
b. Secondary Market or Stock Exchange.
a. Primary Market
Primary Market is a market for new issues or new financial
claims. Hence, it is also called New Issue Market. The primary
market deals with these securities which are issued to the public for
the first time. There are three ways by which a company may raise
capital in a primary market. They are:
a. Public issue
b. Rights issue
c. Private Placement
40
The most common method of raising by new companies is
through sale of securities to the public. It is called public issue.
When an existing company wants to raise additional capital,
securities are first offered to the existing shareholders on a preemptive
basis. It is called rights issue. Private placement is a way
of selling securities privately to a small group of investors.
b. Secondary Market
Secondary Market is a market for secondary sale of
securities. In other words, securities which have already passed
through the new issue market are traded in this market. Generally,
such securities are quoted in the Stock Exchange and it provides a
continuous and regular market for buying and selling of securities.
This market consists of all stock exchanges recognised by the
Government of India. The stock exchanges in India are regulated
under the Securities Contracts (Regulation) Act, 1956. The Bombay
Stock Exchange is the principal stock exchange in India which sets
the tone of the other stock markets.
SUMMARY
 Capital Market is a market for long-term sources of finance to
the industrial and corporate sector.
 Capital market deals with long-term funds. These funds are
subject to uncertainty and risk. It supplies long and medium term
funds to the corporate sector. It provides the mechanism for
facilitating capital fund transactions. It deals in ordinary shares,
bond debentures and stocks and securities of the government.
In this market the funds flow will come from savers. It converts
financial assets into productive physical assets. It provides
incentives to savers in the form of interest or dividend to the
investors. It leads to capital formation.
 Capital market plays a vital role in the development by
mobilising the savings to the needy corporate sector. In recent
years there has been a substantial growth in the Capital Market.
The Capital Market involves in various functions and
significance.
 Generally, the corporate sector requires funds not only for
meeting their long-term requirements of funds for their new
projects modernisation, expansion and diversification
programmes but also for covering their operational needs.
Therefore, their requirement of capital is classified as given
below:
a. Long-term capital
b. Short-term capital
c. Venture capital
d. Export capital
41
 Capital Market is a market for long-term funds. It requires a wellstructured
market to enhance the financial capability of the
country. The market consists of a number of players. They are
categorised as:
1. Companies
2. Financial Intermediaries
3. Investors
 The Indian financial system is both developed and integrated
today. Integration has been through a participatory approach in
granting loans as well as in saving schemes. The expansion in
size and number of 59 institutions has led to a considerable
degree of diversification and increase in the types of financial
instruments in the financial sector which are wholly owned by
the government.
In a capital market, banks and financial institutions are the
important components. They act as catalysts in the economic
development of any country. The main components of the capital
market in India are:
1. New-issue Market (Public issues) (Primary Market)
2. Secondary Market (Stock Market) these topics will be covered in
forthcoming units. The Indian Capital Market is regulated by The
Securities and Exchange Board of India (SEBI).
 The structure of the capital market has undergone vast changes
in recent years. The Indian capital market has transformed into a
new appearance over the last four and half decades. Now it
comprises an impressive network of financial institutions and
financial instruments.
 The Capital Markets consist of a number of individuals and
institutions. The Government is also an important player in the
capital market. The players in the capital market channalise the
supply and demand for the long-term capital. The constituents of
the capital markets are, the stock exchange, commercial banks,
cooperative banks, saving banks, development banks,
insurance companies, investment trusts and companies etc.
CHECK YOUR PROGRESS
1. Fill in the blanks with appropriate words:
a. Capital Market is a market for long-term finance to the -------------
------- and ----------------- sectors. (Industrial, banking, retailing,
corporate)
b. Capital market supplies ----------------- and ------------ terms funds
to the corporates. (long, short, medium, very-long)
42
c. The role of money market is creation of ------------------- (liquidity,
time deposits, term deposits, foreign exchange).
d. Long-term capital represents the amount of capital invested in
the form of ----------------. (fixed assets, immovable assets,
movable assets, money markets)
e. Short-term capital represents the amount of capital invested in --
--------- assets. (fixed, current, movable, immovable)
2. Answer in one sentence:
1. What is Capital Market?
2. What is venture Capital?
3. What is Export Capital?
4. What is meant by primary market?
5. What is meant by secondary market?
6. What is the role of industrial securities market?
3. Answer briefly:
1. Explain the functions of Capital Market.
2. Who are the players in Capital Market?
3. Explain the structure of Capital Market.
4. Comment on the components of capital market.
5. Write explanatory note on industrial securities market.
PRIMARY MARKET
1 INTRODUCTION
Capital market consists of primary and secondary market.
Primary market is that part of the capital market that deals with the
issuance of new securities. Primary market is otherwise called as
New Issue Market (NIM). In the primary market the securities are
purchased directly from the issuer. This is the market for new longterm
or permanent capital. In other words, the money raised from
the primary market provides long-term capital to the companies.
Primary market is a market which accelerates the process of
capital formation in a country’s economy. Primary market provides
opportunity to corporates and the government to raise resources to
meet their investment requirements and to discharge their
obligations. The companies use these funds either for setting up of
new businesses or to expand the existing ones. At the same time,
the funds collected through the primary capital market, are also
used for modernisation of business. The securities are issued in the
primary market either at face value, or at a discount or premium.
Companies will issue the securities either in domestic market or in
the international market through American Depository Receipt
(ADR) or Global Depository Receipt (GDR) or External Commercial
Borrowings (ECB) route.
43
2 CHARACTERISTICS OF PRIMARY MARKET
Primary capital markets are those security markets where
the equity and debt securities of corporations are offered to the
investors for the first time. Important features of primary market are
the following:
1. Primary market is the market for new long term capital.
2. In a primary market, the securities are issued for the first time by
the company to investors.
3. In primary market securities are issued by the company directly
to the investors.
4. In primary market the company receives the money and issues
new security certificates to the investors.
5. In primary market it is difficult to accurately gauge the investor
demand for a new security until several days of trading have
occurred.
6. Primary market dost not include certain other sources of new
long-term external finance, such as loans from commercial
banks and other financial institutions.
7. Primary issues are used by companies for setting up new
business for expanding or modernising the existing business or
for providing permanent working capital.
8. The primary market performs the crucial function of facilitating
capital formation in the economy.
3 KINDS OF ISSUES
There are different ways for offering new issues in the
primary capital market. Primary issues made by Indian Companies
can be classified as follows:
a. Public Issue
b. Rights Issue
c. Bonus Issue
d. Private Placement.
Public and rights issues involve a detailed procedure
whereas private placements or preferential issues and bonus
issues are relatively simple.
a. Public Issue
This is one of the important and commonly used methods for
issuing new issues in the primary capital market. When an existing
company offers its shares in the primary market, it is called public
issue. It involves direct sale of securities to the public for a fixed
price. In this kind of issue, securities are offered to the new
44
investors for becoming part of shareholders’ family of the issuer. If
everybody can subscribe to the securities issued by a company,
such an issue is termed as a public issue. In terms of the
Companies Act of 1956, an issue becomes public if it is allotted to
more than 50 persons. SEBI defined public issue as “an invitation
by a company to public to subscribe to the securities offered
through a prospectus.” Public issue can be further classified into
two:
1. Initial Public Offer (IPO)
2. Further Public Offer (FPO)
1. Initial Public Offer (IPO)
An IPO is referred simply an offering or flotation of issue of
shares to the public for the first time. Initial Public Offer is the
selling of securities to the public in the primary market. When an
unlisted company makes either a fresh issue of securities or offers
its existing securities for sale or both for the first time to the public,
it is called an Initial Public Offer (IPO).
The sale of securities can either be through book building or
through normal public issue. IPOs are made by companies going
through a transitory growth period or by privately owned companies
looking to become publicly traded. IPO paves the way for listing
and trading of the issuer’s securities in the stock exchanges. Initial
Public Offering can be a risky investment. For the individual
investor, it is tough to predict the value of the shares on its initial
day of trading and in the near future since there is often little
historical data with which to analyse the company.
2. Further Public Offer (FPO)
When an already listed company makes either a fresh issue
of securities to the public or an offer for sale to the public it is called
FPO is otherwise called as Follow on Offer.
3. DIFFERENCES BETWEEN IPO AND FPO
Often Initial Public Offer (IPO) and Further Public Offer
(FPO) are used interchangeably. When the company offers its
shares to the investors for the first time it is called initial public
offering (IPO). At the time of IPO the companies’ shares are not
listed on any stock exchange. When an existing company
subsequently issue more new shares in the primary market, it is
called Further Public Issue (FPO) and is not considered to be an
IPO.
b. Rights Issue
When a listed company which proposes to issue fresh
securities to its existing shareholders existing as on a particular
dated fixed by the issuer (i.e. record date), it is called as right issue.
The rights are offered in a particular ration to the number of
45
securities held as on the record date. The route is best suited for
companies who would like to raise capital without diluting stake of
its existing shareholders.
c. Bonus Issue
When an issuer makes an issue of shares to its existing
shareholders as on a record date, without any consideration from
them, it is called a bonus issue. The shares are issued to the
existing shareholders out of company’s free reserves or share
premium account in a particular ratio to the number of securities
held on a record date.
d. Private Placement
When a company offers its shares to t select group of
persons not exceeding 49, and which is neither a rights issue nor a
public issue, it is called a private placement. Often a combination of
public issue and private placement can be used by the companies
for the issue of securities in the primary market. Privately placed
securities are often not publicly tradable and may only be bought
and sold by sophisticated qualified investors. As a result, the
secondary market is not liquid as in the case of a private issue.
There are SEBI guidelines, which regulate the private placement of
securities by a company.
Private placement is the fastest way for a company to raise
equity capital. Private placement can be of two types viz.,
preferential allotment and qualified institutional placement.
4 PRINCIPAL STEPS OF A PUBLIC ISSUE
The new shares/debentures may be offered either directly to
the public through a prospectus or indirectly through an offer for
sale involving financial intermediaries or issuing houses.
1. Draft Prospectus
2. Fulfilment of Entry norms (EN)
3. Appointment of underwriters
4. Appointment of Bankers
5. Initiating allotment procedure
6. Brokers to the issue
7. Filing Documents
8. Printing of prospectus and application forms
9. Listing the issue
10. Publication in news papers
11. Allotment of shares
12. Underwriters Liability
13. Operational Listing.
46
5 REASONS FOR LISTING IN IPO
The following are the reasons for listing in IPO:
1. When a company lists its shares on a public exchange, it will
almost invariably look to issue additional new shares in order to
raise extra capital at the same time. The money paid by investors
for newly-issued shares goes directly to the company (in contrast to
a later trade of shares on the exchange, where the money passes
between investors).
2. An IPO, permits a company to tap a wide pool of stock market
investors to provide it with large volumes of capital for future
growth. The company is never required to repay the capital, but
instead the new shareholders have a right to future profits
distributed by the company and the right to a capital distribution in
case of dissolution.
3. The existing shareholders will see their shareholdings diluted as
a proportion of the company’s shares. However, they hope that the
capital investment will make their shareholdings more valuable in
absolute terms.
4. Once a company is listed, it will be able to issue further shares
via a rights issue, thereby again providing itself with capital for
expansion without incurring any debt. This regular ability to raise
large amounts of capital from the general market, rather than
having to seek and negotiate with individual investors, is a key
incentive for many companies seeking to list.
Advantages Of IPO
IPO has a number of advantages. IPO helps the company to
create a public awareness about the company as these public
offerings generate publicity by inducing their products to various
investors.
1. Increase in the capital: An IPO allows a company to raise funds
for utilising in various corporate operational purposes like
acquisitions, mergers, working capital, research and development,
expanding plant and equipment and marketing.
2. Liquidity: The shares once traded have an assigned market
value and can be resold. This is extremely helpful as the company
provides the employees with stock incentive packages and the
investors are provided with the option of trading their shares for a
price.
3. Valuation: The public trading of the shares determines a value
for the company and sets a standard. This works in favour of the
company as it is helpful in case the company is looking for
acquisition or merger. It also provides the shareholders of the
company with the present value of the shares.
47
4. Increased Wealth: The founders of the companies have an
affinity towards IPO as it can increase the wealth of the company,
without dividing the authority as in case of partnership.
Disadvantages Of IPO
It is true that IPO raises huge capital for the issuing
company. But, in order to launch an Initial Public Offering (IPO), it is
also necessary to make certain investments. Drawbacks of IPO can
be explained as follows:
1. Setting up an IPO does not always lead to an improvement in
the economic performance of the company. A continuing
expenditure has to be incurred after the setting up of an IPO by the
parent company. A lot of expenses have to be incurred in the form
of legal fees, printing costs and accounting fees, which are
connected to the registering of an IPO. Such expenses might cost
hundreds of US dollars. Apart from such enormous costs, there are
other factors as well that should be taken into consideration by the
company while introducing IPO.
2. Rules and regulations involved to set up public offerings and this
entire process, on the other hand, involve a number of complexities
which sometimes require the services of experts in relevant fields.
3. Some companies hire experts to do the needful to ensure a
hassle-free execution of the task. After the IPO is introduced, the
expenses become a routine in every activity involved. Besides, the
CEO of the company would have to spend a lot of time in handling
the SEC regulations or sometimes he hires experts to do the same.
All these aspects, if not handled with efficiency, prove to be some
major drawbacks related to the launch of IPOs.
4. Other disadvantages involve the public company’s loss of
confidentiality, flexibility, and control. SEC regulations require public
companies to relate all operating details to the public, including
sensitive information about their markets, profit margins, and future
plans.
6 BOOK BUILDING
Book building is a process of price discovery mechanism
used by corporates issuing securities. It is a mechanism used to
discover the price of their securities. Book building is a common
practice in developed countries and has recently been making
inroads into emerging market as well, including India. As per the
recommendations of Malegan Committee, SEBI introduced the
option of book building in public issue in October, 1995. The option
of book building was initially available only to those companies
when their proposed public issue exceeded Rs. 100 crore. With
effect from November 1996, the minimum size of the issue has
been removed and any company can make a public issue through
48
the book building process. However, issue of securities to the
public through a prospectus for 100 percent book building process
shall be available to a company only if their issue of capital shall be
Rs. 25 crore and above.
Book building is a price discovery mechanism based on the
bids received at various prices from the investors, for which
demand is assessed and then the prices of the securities are
discovered. In the case of normal public issue, the price is known in
advance to the investors and the demand is known at the close of
the issue. In case of public issue through book building, demand
can be known at the end of everyday but price is known only at the
close of the issue. Book building works on the assumption that the
underwriting syndicate estimates demand and takes the allocation
on their books, before the sale to investor who is a retail one.
Definition
Securities and Exchange Board of India defined Book
Building as “a process undertaken prior to filing of prospectus with
the Registrar of Companies by which a demand for the securities
proposed to be issued by a body corporate is elicited and built up
and the price for which such securities is assessed for the
determination of the quantum of such securities to be issued by
means of a notice, circular, advertisement, document or information
memoranda or offer document.” The objective of book building is to
find the highest market clearing price.”
The issuer company shall have an option of either reserving
the securities for firm allotment or issuing the securities through
book building process. The issue of securities through book
building process shall be separately identified as “placement
portion category” in the prospectus. The securities available to the
public shall be separately identified as “net offer to the public”. The
issuer proposing to issue capital through book building process has
two options, viz 75 percent book building route and 100 percent
book building route.
In case of 100 percent book building route adoption not more
than 60 per cent of net offer to public can be allocated to qualified
institutional buyers, not less than 15 percent of the net offer to the
public can be allocated to no-institutional investors applying for
more than 1000 shares and not less than 25 per cent of the net
offer to public can be allocated to retail investors applying for up to
1, 000 shares.
In case of 75 per cent of net public offer is made through
book building, not more than 60 percent of net offer can be
allocated to qualified institutional buyers and not less than 15
percent of the net offer can be allocated to non-institutional
49
investors. The balance 25 percent of the net offer to public, offered
at a price determined through book building, are available to retail
individual investors who have not received any allocation in the
book built portion. The book built portion, either 100 percent or 75
per cent, the requirement of minimum of 25 per cent of the
securities to be offered to the public shall be applicable.
7 PROCEDURE IN BOOK BUILDING PROCESS
1. Book Building is a process of price discovery mechanism for
issue of new securities.
2. For book building the issuer company shall appoint an eligible
merchant banker or bankers as book runner/s and their names
shall be mentioned in the draft prospectus.
3. The lead merchant banker shall act as the lead book runner
and the other eligible merchant bankers so appointed by the
issuer shall be termed as co-book runners.
4. The primary responsibility for building the book is with the lead
book runner.
5. In case of appointment of more than one lead merchant banker
or book runners to the issue, the responsibilities of each of
them should be allocated and stated clearly.
6. In book building the entire offer other than promoter’s
contribution, reservation for permanent employees of the issuer
company and shareholders of the promoting companies should
be fully underwritten by the syndicate members or book
runners.
7. The syndicate members shall enter into an underwriting
agreement with the book runners indicating the number of
securities, which they would subscribe at the predetermined
price.
8. The book runner/s shall in turn enter into an underwriting
agreement with the issuer company. In the event of syndicate
members, not fulfilling their underwriting obligations the book
runner/s shall be responsible for bringing in the amount
devolved.
9. The draft prospectus has to be filed by the lead merchant
banker to the SEBI containing all the information as per the
existing guidelines, except the information regarding the price
at which the securities are offered.
10. SEBI within 21 days of the receipt of the draft prospectus may
suggest modifications to it.
11. The lead merchant banker shall be responsible for
incorporating the modifications and changes in the prospectus
as suggested by the SEBI.
50
12. The copy of the draft prospectus filed with the SEBI may be
circulated by the book runner to the institutional buyers who are
eligible for firm allotment and to the intermediaries eligible to
act as underwriters inviting offers for subscription to the
securities.
13. However, the draft prospectus circulated to the institutional
buyers and eligible underwriters shall contain the price band
within which the securities are being offered for subscription.
14. Book building is used in IPO for efficient price discovery,
wherein when the offer is open, bids are collected from
investors at various prices, which are above or equal to the
floor price.
15. Hence, the red herring prospectus does not contain a fixed
price.
16. Instead, the red herring prospectus contains either the floor
price of the securities offered through it or a price band along
with the range within which bids can move.
17. The spread between the floor and the cap of the price band
should not be more than 20 percent. In simple words, the cap
should not be more than 120 percent of the floor price.
18. In book building process the issuer company can have an
option for revision of the price band.
19. But such a revision in the price band shall be widely
disseminated by informing the stock exchanges, by issuing
press release and also indicating the change on the relevant
website and the terminals of the syndicate members.
20. In case of the price band is revised, the bidding period shall be
extended for a further period of 3 days subject to the total
bidding period does not exceed 13 days.
21. The issuer company after receiving the final observations if
any, on the offer document from the Board should make an
advertisement in an English national daily with a wide
circulation, one Hindi national newspaper and a regional
language newspaper with wide circulation at the place where
the registered office of the issuer company is situated.
51
Book Building Procedure
Steps In Book Building Procedure
1. SEBI as regulatory authorities does not play any role in fixing
the price for issue of securities.
2. It is up to the company to decide on the price or the price band,
in consultation with merchant bankers.
3. The basis of issue price is disclosed in the offer document.
4. The issuer is required to be disclosed in detail about the
qualitative and quantitative factors justifying the price.
5. One day prior to the opening of the issue to the public, the book
runner shall collect from the institutional buyers and the
underwriters the application forms along with the application
money to the extent of the securities proposed to be allotted to
them.
6. The book runners shall have an option of demanding the
underwriters to the net offer to the public to pay in advance all
money required to be paid in respect of their underwriting
commitment.
7. The number of bidding centres shall not be less than the
number of mandatory collection centres specified in the
guidelines of the SEBI.
8. The norms which are applicable for collection centres shall be
applicable for the bidding centres also.
9. Only electronic bidding is permitted and bids are submitted
through syndicate members.
10. An electronically linked transparent facility is used for bidding.
11. Individual as well as institutional investors shall place their bids
only through the syndicate members shall be present at the
Underwriters/
Merchant
Issuer
Book Runner
(Lead Manager)
Mutual Funds Stock Brokers
52
bidding centres so that the at least one electronically linked
computer terminal at the bidding centres is available for the
purpose of bidding.
12. Bidding demand is displayed graphically on the terminals at the
end of every day.
13. The lead manager analyses the demand generated and
determines the issue price in consultation with the issuer.
14. The retail investors have the option of bidding at cut-off.
15. During the fixed period of time for which the subscription is
open, the book runner collects bids from investors at various
prices, between the floor price and the cap price.
16. The process aims at tapping both wholesale and retail
investors.
17. The final issue price is not determined until the end of the
process when the book has closed.
18. There will be a standard bidding form to ensure uniformity and
accuracy in bidding.
19. The bidding form shall contain information about the investor,
the price and the number of securities that the investors wish to
bid.
20. The investor can change or revise the quantity or price in the
bid using the form for revising the bid that is available along
with the application form.
21. However, the entire process of changing of revising the bids
shall be completed within the date of closure of the issue.
22. The bids remain open for at least 5 days.
23. After the close of the book building period, the book runner
evaluates the collected bids and the cut-off price is arrived at
on the lines of Dutch auction.
24. If demand is high enough, the book can be oversubscribed.
25. In these cases the green shoe option is triggered.
26. The mandatory requirement of 90 percent subscription should
not be considered with strictness, but the prospectus should
disclose the amount of minimum subscription required and
sources for meeting the shortfall.
27. In the case of book built issues, the basis of allotment is
finalised by the book running lead managers within 2 weeks
from the date of closure of the issue.
28. The investor is entitled to receive conformity allotment note in
case the investor has been allotted shares within 15 days from
the date of closure of a book built issue.
53
29. The registrar then ensures the demat credit or refund as
applicable is completed within 15 days of the closure of the
issue.
30. The issuer company may pay interest on the application money
till the date of allotment or the deemed date of allotment
provided the payment of interest is uniformly given to all the
applicants.
31. On determination of the issue price within 2 days, the final
prospectus containing all disclosures as per the SEBI
guidelines including the price and the number of securities
proposed to be issued shall be filed with the Registrar of
Companies, thus completing the issue process.
32. The listing on the stock exchanges is done within 7 days from
the finalisation of the issue.
Nominate Book Runner
Form Syndicate of Brokers, Arrangers, Underwriters, Financial
Institutions etc.
Submit Draft Offer Document to SEBI without mentioning coupon
Rate or Price
Circulate Offer Document Among the Syndicate Members
Ask for bids on Price and Quality of Securities
Aggregate and Forward all Offers to Book Runner
Rn the Book to maintain record of subscribers and their orders
Consult with Issuer and determine the issue price as a Weighted
Average of the Offers Received
Firm up underwriting commitments
Allot Securities among Syndicate Members
Securities issued and listed
Trading commences on Exchanges
Advantages Of Book Building
Book building process has certain advantages to the
company when compared to the fixed price method of issue of
securities. Important advantages of book building process are of
the following:
54
1. Book building process is more flexible than fixed price method of
issue. In book building process the issuer company may be
given the flexibility to revise the price band during the bidding
period.
2. In book building process, book runners and the issuer company
have the freedom to determine the issue size based on the
demand in the market.
3. Public issue carries the risk of failure, if it does not receive a 90
percent minimum subscription. In book building, these risks can
be avoided because the issuer can withdraw from the market, if
the demand for the security does not exist.
4. Book building has made the primary issuance process
comparatively faster by reducing the delay in issue process. In
book building allotment for the placement portion can be made
on the second day from the closure of the issue. The public offer
portion of the offer could be launched simultaneously and listing
on the stock exchanges can be done within 7 days from the
finalisation of the issue.
5. Book building process is comparatively cost effective than fixed
price method of issue.
6. Book building process eliminates refunds except in case of
direct applications.
8 MAIN DIFFERENES BETWEEN NORMAL IPO AND BOOK
BUILDING
Price at which securities will be allotted is not known in case
of offer of shares through Book Building while in case of offer of
shares through normal public issue, price is known in advance to
investor. Under Book Building, investors bid for shares at the floor
price or above and after the closure of the book building process
the price is determined for allotment of shares.
In case of Book Building, the demand can be known
everyday as the book is being built. But in case of the public issue
the demand is known at the close of the issue.
9 ROLE OF MERCHANT BANKERS IN FIXING THE PRICE
Indian Primary Market ushered in an era of free pricing in
1992. SEBI does not play any role or fix any formula for price
fixation. As per SEBI guidelines (1992) companies which are
eligible to make public have the freedom to price their equity shares
or any security convertible into equity at a later date. Pricing is done
by companies themselves, in consultation with the lead merchant
bankers. For fixing the price of a share the merchant bankers
consider the following factors viz., earnings per share, book value,
average market price for two or three years, future prospects of the
55
company, market conditions etc. Premium on share has to be
determined after taking into consideration the net asset value,
profit-earning capacity of the company, market price etc.
Justification of price including premium has to be stated in the
prospectus.
In the case of public issue of equity shares, following types
of companies have the freedom to price their issue:
1. A listed company whose equity shares are listed on a stock
exchange, may freely price its equity shares and any security
convertible into equity at a later date, offered through a public or
rights issue.
2. An unlisted company eligible to make a public issue and
desirous of getting its securities listed on a recognised stock
exchange pursuant to a public issue, may freely price its equity
shares or any securities convertible at a later date into equity
shares.
3. An eligible infrastructure company shall be free to price its equity
shares subject to compliance with the disclosure norms as
specified periodically by SEBI.
4. The public and private sector banks can freely price their issue
of equity shares or any securities convertible at a later date into
equity shares subject to the approval of RBI.
10 TYPES OF PRICING
There are two types of pricing of issues:
a. Fixed Price: In this case the issuer is allowed to freely price the
issue. Where the company and the lead merchant banker fix a price
for its issue, it is called fixed price. The issuer company can
mention a price band of 20 percent (cap in the price band and
should not be more than 20 percent of the floor price) in the offer
documents filed with the SEBI and actual price can be determined
at a later date before filing of the offer document with the Registrar
of Companies.
If the Board of Directors has been authorised to determine
the offer price within a specified price band such price would be
determined by a Resolution to be passed in the meeting by the
Board of Directors. In the case of listed companies the Merchant
Bankers should ensure that 48 hours-notice of meeting of the
Board of Directors for passing a resolution for determination of
price is given to the Designated Stock Exchange.
In case of a public issue by a listed company, issue price or
price band may not be disclosed in the draft prospectus filed with
the Board. In case of a rights issue, issue price or price band may
56
not be disclosed in the draft letter of offer filed with the Board. The
issue price may be determined at any time before fixation of the
record date, in consultation with the Designated Stock Exchange.
The final offer document should contain only one set of financial
projections, if applicable.
b. Floor Price: Where the company and the lead merchant banker
stipulate a floor price or a price band and leave it to market forces
to determine the final price is called floor price. It is otherwise called
the price discovery through book building process. This method
provides an opportunity to the market to discover price for
securities.
c. Differential Pricing: Any listed or unlisted company making a
public issue of equity shares or any securities convertible at a later
date into equity shares, may issue such securities to applicants in
the firm allotment category at a price higher than the price at which
securities are offered to the public A listed company making a
composite issue of capital may issue securities at different prices in
its public and rights issue.
11 FIXING OF FACE VALUE OF SHARES FOR PUBLIC
ISSUE/RIGHTS ISSUE
An eligible company is free to make public or rights issue in
any denomination determined by it in accordance with sub-Section
4 of Section 13 of the Companies Act 1956 and in compliance with
the norms as specified by SEBI.
In case of Initial Public Offerings by unlisted company, if the
issue price is Rs. 500 or more, the issuer company shall have the
discretion to fix the face value at Rs. 10 per share, subject to the
condition that the face value shall in no case be less than Rs. 1 per
share. However, in case the issue price is less than Rs. 500 per
share, the face value shall be Rs. 10 per share. However, a
company is not allowed to issue shares in the denomination of
decimal of a rupee.
The companies which have already issued shares in the
denomination of Rs. 100 or Rs. 10 may change the standard
denomination of the shares by splitting or consolidating the existing
shares. The denomination of the existing shares shall not be
altered to a denomination of decimal of a rupee. The company
seeking to change the standard denomination may do so only after
amending the Memorandum and Articles of Association, if desired.
Issue Of Shares At A Premium
Shares are generally issued by a company to the public at 1)
face value or at 2) premium or at 3) discount. When shares are
57
issued to the public, at a price higher than the face value, it is called
issue of shares at a premium. The difference between the offer
price and the face value is called the premium. Share premium is a
capital profit for the company and the amount so earned has to be
credited to a separate account called share premium account.
There are no restrictions on issue of shares at a premium and the
power to issue shares at a premium need not be taken in the
Articles of Association. However, there are restrictions on the ways
share premium can be utilised.
As per the SEBI guidelines, new companies can issue
shares to the public at a premium only if the following conditions
are satisfied:
1. The promoter company has a 3 year record of consistent
profitable working.
2. The promoter takes up atleast 50 percent of the shares in the
issue.
3. All parties applying for the issue should be offered the same
instrument at the same terms, especially the premium.
4. The prospectus should provide justification for the proposed
premium.
On the other hand, existing companies can make a premium
issue without the above restrictions.
Issue Of Shares At A Discount
When shares are issued by a company to the public at a
price lower than the face value it is called issue of shares at a
discount. In order to issue shares at a discount, a company has to
fulfil all the conditions laid down in Section 79 of the Indian
Companies Act of 1956. The conditions are as follows:
1. The issue of shares at a discount must be authorised by a
resolution passed by the company in a general meeting and
sanctioned by the Company Law Board.
2. The shares to be issued at a discount must be of a class already
issued.
3. The maximum rate of discount shall not exceed 10 per cent.
However, a higher discount may be allowed by the Company
Law Board under special circumstances.
4. At the time of issue of shares at a discount, the company must
have been working for at least a year from the date it was
entitled to commence business.
58
5. The shares to be issued at a discount must be issued within two
months after the date on which the issue is sanctioned by
Company Law Board.
After a company has issued shares at a discount, every
subsequent prospectus for further issue of shares must contain
particulars of the discount allowed on the issue of shares or of so
much of that discount as has not been written off by the date of the
issue of prospectus.
12 REDHERRING PROSPECTUS
A red-herring prospectus is a preliminary prospectus. It is
given to prospective purchasers during the 20-day waiting period
between the filing date of the registration statement and the
effective date. The red-herring does not contain information such as
the public offering price or the underwriter’s spread.
According to Companies Act, 1956, “A prospectus which
does not have complete particulars on the price of securities
offered and the quantum of securities offered is known as redherring
prospectus.” Such a prospectus is issued where a company
offers its securities through the ‘book-building mode’.
The purpose of issuing a red-herring prospectus is to
acquaint potential investors with essential facts concerning the
issue. A red-herring prospectus summarises many of the important
details contained in the registration statement. It can never be used
to solicit orders, only indications of interest. These indications of
interest not binding commitments – they are not binding on the
broker/dealer or the customer. A Registered Representative (RR) is
not allowed to write comments or statements on a red-herring
(preliminary) prospectus or mean it in anyway. Unless an
exemption applies, it is unlawful for any person to use the mails or
any other instrument of inter-state commerce to offer a security for
sale unless a registration statement has become effective.
Therefore, a security can be offered for sale only after a registration
statement is effective.
According to sub-sections (2), (3) and (4) of Section 60B of
the Companies Act, 1956, “A prospectus which does not have
complete particulars on the price of securities offered and the
quantum of securities offered is known as red-herring prospectus.”
Such a prospectus is issued where a company offers it securities
through the ‘book-building mode’.
To summarise, during the period between the filing date and
effective date of the registration statement:
59
1. No sales of the security may take place.
2. Offers of the security mat take place, but a written offer may be
made only through a preliminary prospectus or red-herring
prospectus (tombstone advertising is permitted during the
period).
3. Brokers may answer unsolicited requests for information by
sending out a preliminary prospectus and accept unsolicited
orders for the security.
4. Brokers cannot send out the company’s research report or any
report projecting the company’s future sales and earnings.
Features Of Red-Herring Prospectus
The features of red-herring prospectus are as follows:
1. Filing: Red-herring prospectus shall be filed with RoC at least 3
days before the opening of the offer. A copy of this prospectus
must also be filed with the SEBI.
2. Obligations: It carries the same obligations and liabilities as are
applicable to an ordinary prospectus.
3. Contents: It must contain all the details as required in Schedule
II of the Companies Act.
4. Signature: It must be signed by all the directors of the company
or their constituted attorneys.
SUMMARY
 Capital market consists of primary and secondary market.
Primary market is that part of the capital market that deals with
the issuance of new securities. Primary market is otherwise
called as New Issue Market (NIM). In the primary market the
securities are purchased directly from the issuer. This is the
market for new long-term or permanent capital. In other words,
the money raised from the primary market provides long-term
capital to the companies.
 There are different ways for offering new issues in the primary
capital market. Primary issues made by Indian Companies can
be classified as follows:
a. Public Issue
b. Rights Issue
c. Bonus Issue
d. Private Placement.
 Book building is a process of price discovery mechanism used
by corporates issuing securities. It is a mechanism used to
discover the price of their securities. Book building is a common
60
practice in developed countries and has recently been making
inroads into emerging market as well, including India.
 Price at which securities will be allotted is not known in case of
offer of shares through Book Building while in case of offer of
shares through normal public issue, price is known in advance
to investor. Under Book Building, investors bid for shares at the
floor price or above and after the closure of the book building
process the price is determined for allotment of shares.
 Indian Primary Market ushered in an era of free pricing in 1992.
SEBI does not play any role or fix any formula for price fixation.
As per SEBI guidelines (1992) companies which are eligible to
make public have the freedom to price their equity shares or any
security convertible into equity at a later date. Pricing is done by
companies themselves, in consultation with the lead merchant
bankers. For fixing the price of a share the merchant bankers
consider the following factors viz., earnings per share, book
value, average market price for two or three years, future
prospects of the company, market conditions etc. Premium on
share has to be determined after taking into consideration the
net asset value, profit-earning capacity of the company, market
price etc. Justification of price including premium has to be
stated in the prospectus.
 An eligible company is free to make public or rights issue in any
denomination determined by it in accordance with sub-Section 4
of Section 13 of the Companies Act 1956 and in compliance with
the norms as specified by SEBI.
 A red-herring prospectus is a preliminary prospectus. It is given
to prospective purchasers during the 20-day waiting period
between the filing date of the registration statement and the
effective date. The red-herring does not contain information
such as the public offering price or the underwriter’s spread.
QUESTIONS
1. What is the meaning of private placement?
2. Define the term public issue.
3. What is Red herring Prospectus?
4. Define the terms Rights Issue.
5. State the advantages of book-building.
6. What is primary market? Explain the features of primary market.

61

5
SECONDARY MARKET
Unit Structure
5.1 Introduction
5.2 Meaning and Definition
5.3 Need for Secondary Market
5.4 Role of Secondary Market
5.5 Distinction between Primary Market and Secondary Market
5.6 Parts of the Secondary Market
5.7 Instruments of Secondary Market
5.8 Summary
5.9 Questions
5.1 INTRODUCTION
All securities are first created in the primary market and then
they enter into the secondary market. Thus securities generally
have two stages of their life span. The first is the stage when the
company issues them in the market and makes them available for
the general public from its treasury at a predetermined offer price.
This is known as the primary market offer or Initial Public Offer
(IPO). In their second stage of life securities, the securities are
traded further after being initially offered to public. Thus the Big
Brokers and / or investment dealers frequently buy initial offer on
the primary market and resell securities in secondary market.
Secondary market is the base upon which primary market rests.
Most of the trading is done in secondary market. This kind of
trading deals with previously issued instruments and needs
essentially an organised market. Examples can be New York Stock
Exchange, NASDAQ, Bombay Stock Exchange (BSE), National
Stock Exchange (NSE), bond market etc.
62
5.2 MEANING AND DEFINITION
Secondary Market, also known as the aftermarket, is the
place where goods which are already used by someone are sold
and/or bought. Thus we can define secondary market as "the
financial market where previously issued securities and financial
instruments such as stocks, bonds, futures and options are
manoeuvred from one investor into another." Secondary market
primarily deals with used products or an alternative use of an
existing product or assets where the customer base is the second
market. For example, rice is primarily known as food item so the
food market is the first or primary market for rice. Broken rice is the
by-product in rice mills and is used for producing liquid glucose.
About 90% of liquid glucose produced in India is used in
confectionary industry. Thus it can be said that confectionary
industry is the secondary market for rice which is in the form of
liquid glucose.
5.3 NEED FOR SECONDARY MARKET
Two basic needs of the investors can be proposed:
1. Need for buying and selling of existing securities
Investors who are able to gather some information about a
particular security from the market or from some other sources tend
to believe that they have superior information than other market
players. They develop this misconception that the security is not
correctly priced by the market.
If the information is good, this suggests that security is
currently underpriced and investors who have access to such
information will want to buy the security. On the other hand, if the
information is bad, the security will be currently over priced and
such investors will want to sell their securities in the market as soon
as possible.
2. Need for liquidity
Investors who are motivated by the liquidity factor, transact
in the secondary market in order to come out of the position of
either excess liquidity or insufficient liquidity. Investors who are
having surplus funds (e.g. due to ancestral property or some other
reason) will buy securities, and investors who are having dearth of
funds (e.g. desire to purchase land) will sell securities in the
market.
63
5.4 ROLE OF SECONDARY MARKET
1. Facilitate liquidity
Secondary Market helps to create sufficient liquidity and
marketability of outstanding debt and equity instruments. They help
to connect investors desire for liquidity with the capital users' wish
of using their capital for a longer period of time. For example in a
traditional partnership, a partner cannot access the other partner's
investment but only his or her investment in that partnership, even
on emergency basis. Then if he or she may break the ownership of
equity into parts and sells his or her respective proportion to
another investor. This kind of trading is facilitated only by
secondary market.
2. Helps in Capital Formation
Secondary Market contributes to economic growth by proper
allocation of funds towards most efficient channel through process
of disinvestment to reinvestment. Secondary markets of a country
play catalytic role behind development and improvements in the
Capital Markets. An active secondary market in fact promotes the
growth of the primary market and helps in capital formation.
3. Acts as a "ready market"
For general investor, secondary market provides a ready
market for carrying out his trading activities. An investor can sell
stocks/shares which he might have purchased from primary market
through Initial Public Offering process or he might have purchased
them from another investor through secondary market. On the other
hand, investors who are not able to purchase stocks/shares of a
particular company through Initial Public Offering process in the
primary market due to any reasons can purchase the same in
secondary market. Thus we can say that secondary market helps
investors to sell their holdings readily thereby ensuring liquidity.
4. Induces companies to improve their performance
Secondary Market induces those companies whose shares
are listed in the stock exchange to improve their performance as
the market price reflects company's performance and this price is
very easily available to the investors. For the management of the
company, secondary equity market serves as the monitoring and
control conduit-by facilitating value-enhancing control activities;
enabling implementation of incentive-based management contracts,
and aggregating information (via price discovery) that guides
management decisions.
64
5. Helps in instant valuation of securities
Secondary market provide for instant valuation of securities
caused by changes in the internal environment such as companywide
or industry-wide factors. Valuation of securities makes it easy
to measure cost of capital and rate of return of the economic
entities at the micro economic level.
6. Protection of investors' interest
Secondary Market provides a safe platform to the investors
for carrying out their trading activities. It ensures investors of fair
dealing and protects their interest.
5.5 DISTINCTION BETWEEN PRIMARY MARKET AND
SECONDARY MARKET
Both primary market and secondary market serve the Indian
Financial System and helps the investors to invest their funds into
profitable avenues. The proper functioning of both of them is very
vital for the process of sound development and smooth functioning
of Indian Capital Market. Both markets are complementary of each
other but differ from each other on some major points. These are as
follows:
Primary Market Secondary Market
Role Primary market provides
a platform where
securities are to public
for subscription for the
purpose of raising
capital.
It provides a platform to
the investors to trade
existing/pre-issued
securities. Therefore, it is
also known as the
"aftermarket".
Players Players of primary
market are Merchant
Bankers, R&T agents,
Underwriters, Brokers
and sub-brokers,
depositories.
Players involved in
secondary market are
Stock Exchanges, Stock
brokers, investors, FIIs
Instruments Primary market deals in
IPO (Equity and
Preference shares) and
NFO (Mutual Funds)
Secondary market
instruments are mainly
shares, debentures,
mutual funds and bonds
65
Types of
accounts
required
In Primary Market an
investor needs only
Demat account.
Here demant account as
well as trading account is
also required.
Settlement Here settlement means
that shares are credited
into investors Demat
Account.
Here settlement takes
place on T+1 for intra-day
and on T+2 for delivery
base.
5.6 PARTS OF THE SECONDARY MARKET
Secondary Market can be divided into three parts. These are:
1. Equity Market
2. Debt Market
3. Derivative Segment
1. Equity Market
Shares of a company which are also termed as equities
make the person or organisation holding them as the shareholder
of the company. Most of the investors prefer to invest in them
because equities have the proven track record of outperforming
other forms of the investments. The value of most of the equities
tends to increase over a period of time. But this does not mean that
all equities would be giving similar higher returns. Being high risk
investments equities need to be studied carefully and patiently. As
investors have bear higher risk in equities companies reward them
back by paying dividend annually. Dividend is a percentage of the
face value of a share that a company returns to the shareholders
from its annual profits.
Equity as an Investment
In a laymen term equity can be defined as a stock or any
security that represents ownership of a company. On company's
financial statements such as balance sheet equity denotes those
funds which are contributed by the owners plus the retained
earnings (or losses), also known as the stakeholders' equity. It can
be said that equity is a term whose meaning depends very much on
context. In general, one can think of equity as ownership in any
asset after all the debts that are related to that asset are paid off.
For example a house will be counted as owners' equity only when
all the loans taken for construction of house and purchase of land
66
are paid off and the owner is free to sell the house for requirement
of cash.
Equity is given preference over other forms of investments
because they can outperform and they are supposed to deliver
better returns over longer periods of time. But one needs to be
careful if he/she is investing in equities for shorter period of time
because equities tend to be very risky and due to their inclusion in
portfolios makes portfolios highly volatile. And due to this very
reason it is recommended time frame for equity investment is a
sufficient long period of time (at least 3 years). Similarly, it is also
advised that investors who are typically closer to their retirement
age and who have lower risk appetite must include very negligible
equity holdings in their portfolios.
Dutch East India Company was the first company to issue its
share to general public in 1602. In India, it was Reliance that came
out with the first ever IPO in January 1978. Equity markets world
over were passing through a bearish phase in the late 80s and then
the decade of 90s was followed by a largest ever bull market which
lasted for about 10 years. This led to growth and development of
equity market in the entire world. As a result of liberalisation in
1990s Indian Economy flourished and benefitted a lot. Series of
financial sector reforms were introduced in which majority were
capital market reforms. Controller of Capital Issues was completely
abolished and free pricing of shares started. Hence development of
Indian Equity Market matching to the standards of global equity
markets took place.
Indian Equity Markets depend mainly on monsoons, global
funds flowing into equities and the performance of various
companies. Indian Equity Market is almost majorly dominated by
the two oldest and biggest stock exchanges of the country. These
are BSE and NSE. The benchmark indices of the two exchanges
are Nifty for NSE and Sensex for BSE are closely followed.
Investing Principles
Investing in equities can be difficult proposition for retail
investors. However, equity must form a part of every investor's
portfolio. The proportion could vary, depending on the investor's
age, monetary requirement, risk appetite etc. To cope up with
volatility in equities it is important to have a disciplined and
systematic approach to equity investment.
67
Set your own rules and more importantly, follow them
religiously. Indeed the mantra for successful equity investment is a
well thought-out disciplined investment strategy.
Here are some golden rules which are followed to sail
through different market scenarios.
1. Be a long term investor
This is the first and most important rule of equity investment.
Timing the market at low levels and exiting at higher levels is
almost impossible. Thought often heard on the street, this strategy
is difficult to implement, as it is nearly impossible to gauge when
the market has peaked and when it has bottomed out. Investors
should not indulge in the guessing game; it is more sensible to put
money into the market with a long term commitment.
2. Invest time and efforts in doing homework
Investing in equities is not a onetime affair. A lot of time and
effort, apart from money has to be spent in order to understand the
industries, economic trends and so on. Further one should dedicate
time in order to analyse companies, as it will help to avoid costly
mistakes.
First hand information such as annual company reports,
company announcements etc. should be read with priority.
Revisiting financial fundamentals periodically is a good habit of a
prudent investor. Basic concepts such as Price Earnings Ratio (P/E
ratio), operating margin, earnings per share etc. should be very
clear in mind. Further technicalities of investment should also be
understood such as how the stock market operates, how to buy or
sell, settlement procedures etc.
3. Pay the right price
It is very imperative to pay only the 'right' price, i.e the price
an investor can comfortably pay. Stocks should not be bought
because others are buying this will help in holding the stock for
longer duration. Conversely, if one has decided when to sell, then if
one feels that the market is overheated and prices have reached
unrealistic levels then one should exit from the market.
4. Portfolio Diversification
Diversion is a very old and popular strategy, applied to
reduce portfolio risk. To reduce risk, diversify within equities by
investing across sectors. Investing in just one or two sectors is not
advised because any negative development pertaining to those
68
sectors will impact profitability of portfolio. A good blend of small,
mid and large cap stocks must be present in portfolio. While large
cap stocks could lend stability to portfolio, small and mid cap stocks
will be giving an above average appreciation.
5. Do not buy on tips and rumours rather focus on
fundamentals
Tips and rumours are an integral part of the stock market
and these are engineered by group of traders. Therefore, a sharp
rally based on rumours could fizzle out in short time. Therefore,
investors should strictly stay away from rumours suggestions or tips
received from brokers or friends or investor circles. Rather you
would be better off investing based on industry and company
fundamentals.
6. Buy Shares of the Company whose business you
understand
In long term, the stock market rewards companies with
strong fundamentals and good financial performance. Therefore, it
is essential for an investor to invest in those companies whose
industry dynamics and business models are well understood by
him/her. This will help him/her to gauge whether a transformation in
an industry is positive or negative, at an early stage itself and its
likely impact on the company's fundamentals.
7. Don't sell in panic
Markets go through cycles of boom and bust and volatility is
a way of life in equities. Do not sell your holdings in a hurry and
panic just because your stocks have witnessed a sudden
correction. Always focus on company fundamentals; if they are
intact, there's nothing to worry about.
8. Do not borrow money to invest in equities
It is true that equities tend to outperform other investment
avenues in the long run. However, there is no guarantee that you
will make money on your stocks either in terms of dividends or
capital gains, if your sale of shares is time-bound. Therefore, if you
borrow funds to invest in equities, it might be difficult for you to
repay the interest or principal on the loan, on time.
9. Invest regularly and build up your position gradually
Investment into equities must be on periodic basis. It is very
similar to putting your money regularly in fixed interest bearing
securities. One should buy small and regular lots. This will help in
buying at reasonable price.
69
10. Monitor your portfolio
Investing in equity is not a onetime affair. Buying shares is
perhaps the smallest part of the overall investment activity. It is
important to periodically monitor and review your investment
portfolio. It is always prudent to sell a stock if you feel that the
fundamentals have deteriorated and the stock is overpriced in
comparison to its fair values. Money has an opportunity cost and by
selling an overvalued stock you can invest the same money
somewhere else to get the benefit of better capital appreciation
opportunities.
2. Debt Market
Debt Market is that part of secondary market where
investors buy and sell debt securities which are mostly in the form
of bonds. It is the market where fixed income securities are issued
and traded. For a developing economy like India, debt markets are
crucial source of capital funds. Indian Debt Market is almost third
largest in the world and one of the largest in Asia. It includes
government securities, public sector undertakings, other
government bodies, financial institutions, banks and companies.
Total size of the Indian Debt Market is in the range of $92 billion to
$100billion i.e. approximately 30% of GDP.
Impact of Debt Market on Indian Economy
 Increased funds for implementation of government development
plans. It is easy for government to raise funds at lower cost by
issuing government securities.
 Conducive to implementation of a monetary policy.
 Lesser risk as compared to equity markets, thus equity markets
encourages low risk instruments. This leads to inflow of funds
into the economy.
 Higher liquidity and control over credit.
 There is enough opportunity for investors to diversify their
investment portfolios.
 Better corporate governance.
 Improved transparency because of stringent disclosure norms
and auditing norms.
70
Classification of the Indian Debt Market
Indian Debt Market can be broadly classified in two categories:
1. Government Securities Market
2. Bond Market
1. Government Securities Market
In G-sec market securities are issued by the Governments of
the state and centre for the purpose of taking loans. However,
securities issued by the state governments constitute only a very
small portion of their fiscal deficits. In India it is mandatory for banks
to maintain a certain percentage of their liabilities in Government
securities and other specified liquid assets which creates a captive
demand for Government securities. At present, the Statutory
Liquidity Ration (SLR) for the banks is 25%. Similarly other types of
financial institutions such as insurance companies, provident funds,
non banking financial institutions etc., are required to fulfil certain
statutory conditions.
2. Bond Market
Bond Market link issuers, i.e. governments, state owned
institutions, local bodies and corporate having financing needs, with
the investors having investible funds. In an efficient bond market
requirements of both the issuers and investors are met effectively
at a price (interest rates) determined competitively and price
adjustment to some new information is seamless.
Bond Market consists of the following:
 Corporate Bonds
 Public Sector Unit Bonds
 Banks and Financial Institutions Bonds
Corporate Bonds and Debentures
Have maturities beyond 1 year and generally up to 10 years.
Corporate also issue short term commercial paper with maturity
ranging from 15 days to 1 year.
Public Sector Unit Bonds
PSU Bonds are generally treated as surrogates of sovereign
paper, sometimes due to explicit guarantee of Government, and
often due to comfort of public ownership. As compared to G-Secs,
corporate bonds carry higher risks, which depend upon the
corporation, the industry where the corporation is currently
operating, the current market conditions and the rating of the
corporation. However, these bonds also give higher returns as
71
compared to G-Secs. Some of the PSU Bonds are tax-free; a
status enjoyed which is not by even Government securities.
Banks and Financial Institutions Bonds
Most of the institutional bonds are in the form of promissory
notes transferable by endorsement and delivery. They are
negotiable certificates issued by the Financial Institutions such as
the IDBI/ICICI/IFCI or by the commercial banks. These instruments
have been issued both the regular income bonds and as
discounted long term instruments (deep discount bonds).
Participants in Debt Market
Given the large size of trades, Debt Market is predominantly
a wholesale market, with dominant institutional investor
participation. The investors in debt market are mainly banks,
financial institutions, mutual funds, provident funds, insurance
companies and corporate.
In order to understand the participants and products dealt in
debt market following table can be studied.
Issuer Instrument Maturity Major Investors
Central
Government
Dated
Securities
Treasury
Bills
2-30 years
91/364 days
RBI, Banks,
Insurance
Companies,
Provident Funds,
PDs, Individuals.
State
Government
Dated
Securities
5-10 years Banks, Insurance
Companies,
Provident Funds
PSUs Bonds 5-10 years Banks, Insurance
Companies,
Corporate,
Provident Funds,
Mutual Funds,
Individuals
Corporate
Debentures
PDs
Bonds and
Commercial
Paper
Commercial
Paper
1-12 year
15 days to 1
year
Banks, Mutual
Funds, Individual
Banks, Corporate,
Financial year
Institutions, Mutual
Funds, Individuals.
72
Banks Bonds
issued of tier
II Capital
Certificates
of Deposits
Minimum 5
years 3
months to 1
year
Banks, Corporate
3. Derivative Segment
Financial markets are well known for their volatile nature and
hence risk factor is an important factor for financial agents. To
reduce this concept of derivatives comes into picture. Derivatives
are product whose values are derived from one or more basic
variables called bases. These bases can be underlying assets (for
example forex, equity etc.) bases or reference rates. For example
rice farmers may be willing to sell their harvest at a future date to
eliminate risk of changes in the price by that date. The transaction
in this case will be called derivative, while spot price of the wheat
would be underlying assets. Derivatives were introduced in the
Indian Stock Market to enable the investors to hedge their
instruments against adverse volatile price movements. However,
they are now commonly being used for taking speculative positions.
The need for Derivative Market
The derivative market performs a number of economic functions:
 They help in transforming risks from risk averse people to
risk oriented people.
 They help in discovering the current as well as future prices.
 They catalyze entrepreneurial activity.
 They increase the volume traded in the markets because of
participation of risk averse people in greater number.
 They increase savings and investments in the long-run.
The Derivative Market
Derivatives Market can broadly be classified in two
categories, those that are traded on the exchange and those that
are traded one to one or 'over the counter'. They are hence known
as
 Exchange traded derivatives
 OTC Derivatives (Over The Counter)
Exchange traded derivatives
They are the most common and popular kind of derivatives
traded normally on the exchanges.
73
OTC Equity Derivatives
They have long history in India in OTC Market. Options of
various kinds were available (called Teji, Mandi and Fatak) in unorganised
markets and were traded in Mumbai as early as 1900.
However, SCRA banned all kind of option in 1956 and this can was
lifted in 1995.
The Participants in Derivatives Market
Hedgers use futures or option markets to reduce or
eliminate the risk associated with price of assets.
Speculators use futures and options contract to get extra
leverage in betting on future movements in price of an asset. They
can increase both the potential gains and potential losses by usage
of derivatives in a speculative venture.
Arbitrageurs are in business to take advantage of a
discrepancy between prices in two different markets. If, for example
if they forecast that future price of an asset is getting out of line with
the cash price, they will take offsetting positions in the two markets
to lock in profit.
Types Of Derivatives
Forwards
A forward contract is customised contract between two
entities, where settlement takes place on a specific date in future
on today's pre-agreed price.
Futures
A future contract is an agreement between two parties to buy
or sell an asset at a certain time in future at a certain price. They
are special kind of forwards contracts in the sense that former are
standardised exchange traded contracts.
Options Options are of two types - calls and put option. Call option
gives the buyer the right but not the obligation to buy a given
quantity of the underlying asset, at a given price on or before a
given future date. On the other the put option gives the buyer the
right, but not the obligation to sell a given quantity of the underlying
asset at a given price on or before a given future date.
Warrants
Options generally have life of one year, the majority of
options traded on options exchange having a maximum maturity of
74
nine months. Longer dated options are called warrants and are
generally traded over the counter.
LEAPS
Long term Equity Anticipation Securities are options having
maturity of 3 years.
Baskets
Baskets options are options on portfolios of underlying asset.
The underlying asset is usually a moving average or a basket of
asset. Equity index options are form of basket options.
Swaps
Swaps are private agreements between two parties to
exchange cash flows in the future according to a prearranged
formula. They can be regarded as portfolios of forward contracts.
The two most commonly used swaps are:
 Interest Rate Swaps:
They involve swapping only interest related cash flows
between the parties in the same currency.
 Currency Swaps:
They involve swapping of both the principal and interest
between the parties, with cash flows in one direction being in a
different currency than those in the opposite direction.
Swaptions
Swaptions are options to buy or sell a swap that will become
operative at the expiry of the option. Thus, it can be said that
Swaption, is an option on a forward swap. Rather than having calls
and puts, the swaptions market has receiver swaptions and payer
swaptions. A receiver swaption is an option to receive fixed and pay
floating, on the other a payer swaptions is an option to pay fixed
and receive floating.
5.7 INSTRUMENTS OF SECONDARY MARKET
Following are the main instruments or products dealt in Secondary
Market:
 Shares
 Debentures
 Bonds
 Mutual Funds
75
SHARES
"A share in the share capital of the company and includes
stock except where a distinction between stock and share is
expressed or implied." For example, if the capital of the company is
10, 000 and is divided into 1000 units of Rs. 10/- each then each
unit of Rs. 10/- shall be called share of the company.
Classification of Shares
Preference Shares
Preference Shares are those which enjoy some preferential
rights. These rights may be concerning:
 As to the payment of dividend at a fixed rate during the whole
life of the company.
 As to the return of the capital at the time of winding up of the
company.
But at the time of liquidation, preference shareholders rank
below the claims of the company's creditors, bond holders/
debenture holders.
Voting rights of Preference Shareholders
Preference Shareholders do not enjoy normal voting rights
as the equity shareholders do. However they are entitled to vote
under the following two conditions:
Shares
Preference Equity Deferred Shares
Cumulative Non-cumulative
Participating or Non-
Participating
Redeemable or
Irredeemable
Convertible or Non-
Convertible
Participating or Non-
Participating
Convertible or Non-
Convertible
Redeemable or
Irredeemable
76
 When any resolution directly rights is to be passed.
 When the dividend due (whether declared or not) on their
preference shares or part thereof has remained unpaid.
Kinds of Preference Shares
Preference shares are broadly classified into two types:
1. Cumulative Preference Shares
2. Non-Cumulative Preference Shares.
Cumulative Preference Shares
In this kind of shares dividend accumulates if it remains
unpaid if the company earns no and/or lean profits and when the
company earns good profits all the arrears of preference dividend
have to be paid out before paying dividend on equity shares.
Preference shares shall always be cumulative unless any express
provision is mentioned in the articles.
Non-Cumulative Preference Shares
Non-cumulative preference shares are those shares on
which arrear of dividend do not accumulate. Therefore, if dividend
is not paid on these shares in any year, the right to receive the
dividend lapses and as such, the arrear of dividend is not paid out
of the profits of the subsequent years.
Cumulative Preference Shares and Non-Cumulative
Preference Shares fall under the following three categories:
1. Participating and Non Participating Preference Shares
The right of certain preference shareholders to participate in
the profits after a specified fixed dividend contracted for is paid.
Participation right is linked with quantum of dividend paid on the
equity shares over and above a specified level. Thus, these kinds
of shares entitle their holder to get a portion in surplus profits or
surplus assets of the company at the time of liquidation or both, if
the Articles of Association provides for it. On the other, Non-
Participating Preference Shares do not enjoy such participating
rights. Preference shares are always deemed to be nonparticipating
unless otherwise mentioned.
2. Convertible and Non-Convertible Preference Shares
A type of preference shares where the dividend payable on
the same accumulates if it is not paid. After a specified date these
shares will be converted into equity capital of the company. Such
shares are known as Cumulative Convertible Preference Shares.
77
Whereas when such shares are not converted into equity shares
they are termed as Cumulative Non-Convertible Preference
Shares.
3. Redeemable and Irredeemable Preference Shares
Redeemable preference shares are those shares which can
be redeemed by the company on or after the certain date after
giving the prescribed notice. These shares are redeemed in
accordance with the terms and Sec. 80 of the Company's Act,
1956. Irredeemable preference shares are those shares, which
cannot be redeemed by the company during its lifetime, in other
words it can be said that these shares can only be redeemed by the
company at the time of winding up. But according to the Sec. 80
(5A) of the Company's (Amendment) Act, 1988 on company can
issue irredeemable preference shares.
Equity Shares
An equity share commonly known as ordinary share also
represents the form of fractional ownership in which shareholder,
as a fractional owner, undertakes the maximum entrepreneurial risk
associated with a business venture. Their holders are the actual
owners of the company and have voting rights. A company may
issue such shares with deferential rights to voting, paying of
dividend etc., directors of the company have the sole right of
recommending dividends to such shares and as such they may not
get any dividends in case the directors choose so.
These shares are also known as the "risk capital" because
they get dividend on the balance of profit if any, left after payment
of dividend on preference shares and also at the time of wingding
up of the company, they are paid from the balance asset left after
payment of other liabilities and preference share capital. Apart from
this they can claim dividend only, if the company in its AGM
declares the dividend. The rate of dividend on such shares is not
predetermined, but it depends on the profits earned by the
company.
78
Distinction between Preference Shares and Equity Shares
Basis of Difference Preference Shares Equity Shares
Rate of Dividend These shares are
entitled to a fixed
rate of dividend.
The rate of dividend
on equity shares
depend upon the
amount of profit
available and funds
requirement of the
company for future
expansion.
Preferential Rights They enjoy some
preferential rights
over equity shares.
Such as dividend on
preference shares
are paid before
paying the same to
equity shareholders.
Preference shares
also get preference
at time of winding up
of the company are
paid back their
capital before the
payments to equity
shareholders is
made.
Equity shares do not
enjoy such
preferential rights
with the regards to
payment of dividend
and capital the time
winding up on the
company. Their
claims are the
settled last, i.e. only
after the company's
creditors, bond
holders are paid off.
Redemption Redeemable
preference shares
may be redeemed by
the company.
Equity shares cannot
be redeemed except
under a scheme
involving reduction
of capital or buy
back of its own
shares.
Voting Rights Their voting rights
are restricted.
An equity
shareholder can vote
on all matters that
are concerned with
the company.
Arrears of Dividend If dividend is not paid
on these shares in
any year, the arrear
of dividend may
accumulate.
In case of equity
shares, dividend do
not accumulates.
79
Deferred Shares
They are also known as 'founder shares' as they are mostly
held by the founder/promoter of the company. They are issued as
other ordinary shares and they get fixed dividend just like
preference shares. But they are last to receive both as regards
dividend and payment of capital.
 Rights Issue/Rights Shares
The issue of new securities to existing shareholders at a ratio to
those already held.
 Bonus Shares
Shares issued by the companies to their shareholders free of cost
by capitalisation of accumulated reserves from the profits earned in
the earlier years.
DEBENTURES
A debenture is a unit of loan amount. When a company
intends to raise the loan amount from the public it issues
debentures and the person holding debenture or debentures is
called the debenture holder. A debenture holder is the creditor of
the company. Debentures bear a fixed rate of interest on them and
the same is paid on some pre specified date on half yearly basis.
The bond amount is paid on a particular date on the redemption of
the bond. Debentures are normally secured against the assets of
the company in the favour of the debenture holder.
As per Section 2(12) of Companies Act 1956, "Debenture
includes debenture stock, bond and any other securities of the
company whether constituting a charge on the company's assets or
not."
BONDS
Bond is a negotiable certificate evidencing indebtness. It is
normally unsecured. A debt security is generally issued by a
company, government agency or municipality.
MUTUAL FUNDS
Mutual Fund can be described as a common pool of money
where many small and retail investors put in their money. This
money is allocated towards some objective which is predefined.
Thus it can be said that ownership of the fund is joint or mutual, as
this belongs to all those investors who have contributed to it.
Ownership of an investor is in same proportion as the contribution
made by him bears toot the total pool (amount) of the fund created.
80
5.8 SUMMARY
 All securities are first created in the primary market and then
they enter into the secondary market. Thus securities generally
have two stages of their life span. The first is the stage when the
company issues them in the market and makes them available
for the general public from its treasury at a predetermined offer
price.
 Secondary Market, also known as the aftermarket, is the place
where goods which are already used by someone are sold
and/or bought. Thus we can define secondary market as "the
financial market where previously issued securities and financial
instruments such as stocks, bonds, futures and options are
manoeuvred from one investor into another."
 Secondary Market helps to create sufficient liquidity and
marketability of outstanding debt and equity instruments.
 Secondary Market contributes to economic growth by proper
allocation of funds towards most efficient channel through
process of disinvestment to reinvestment.
 For general investor, secondary market provides a ready market
for carrying out his trading activities.
 Secondary Market can be divided into three parts. These are:
Equity Market, Debt Market and Derivative Segment.
 Debt Market is that part of secondary market where investors
buy and sell debt securities which are mostly in the form of
bonds. It is the market where fixed income securities are issued
and traded.
 Indian Debt Market can be broadly classified in two categories:
Government Securities Market and Bond Market.
 Derivatives Market can broadly be classified in two categories,
those that are traded on the exchange and those that are traded
one to one or 'over the counter'. They are hence known as
Exchange traded derivatives and OTC Derivatives (Over The
Counter).
 The instruments of Secondary Market are Shares, Debentures,
Bonds and Mutual Funds.
81
5.9 QUESTIONS
Q1. Fill in the blanks with appropriate words:
a. --------------- is a percentage of the face value of a share that a
company returns to the shareholders from its annual profits.
(dividend, bond, debenture, equity share)
b. ------------------ an agreement between two parties to buy or sell
an asset at a certain time in future at a certain price. (Futures,
forwards, options, equities)
c. ---------------- option gives the buyer the right but not the obligation
to buy a given quantity of the underlying asset, at a given price on
or before a given future date.
d. ---------------- swaption to receive fixed and pay floating.
e. ---------------- swaption is an option to pay fixed and receive
floating.
Q2. Answer in One Sentence:
a. Define Secondary Market.
b. What is meant by Equity Market?
c. What is meant by Debt Market?
d. Define Derivative Market.
e. State the instruments of secondary market.
Q3. Answer briefly:
a. Explain the need for secondary market.
b. What is the role of secondary market.
c. Distinguish between primary market and secondary market.
d. Write short notes on:
i. Equity Market
ii. Debt Market
iii. Derivative Market
e. Explain in detail the instruments of secondary Market.

82

6
STOCK EXCHANGES
Unit Structure
6.1 Introduction
6.2 Meaning of Stock Exchanges
6.3 Definition of Stock Exchanges
6.4 Characteristics of Stock Exchanges
6.5 Objectives of Stock Exchanges
6.6 Functions of Stock Exchanges
6.1 INTRODUCTION
Over the last few years, there has been a rapid change in
the Indian securities market, especially in the secondary market.
Advanced technology and online-based transactions have
modernized the stock exchanges. Stock exchanges were permitted
to expand their trading to locations outside their jurisdiction through
computer terminals. Trading is much more transparent and quicker
than in the past.
Stock market refers to a market place where investors can
buy and sell securities. Primary market deals with only new issue of
shares, debentures and bonds, whereas secondary market
provides a place for securities which have already been issued in
an initial private or public offering. After the securities are issued in
primary market, they are traded in the secondary market by the
companies issuing securities, investors, brokers and the regulators.
The stock exchanges along with a host of intermediaries provide
the necessary platform for trading in secondary market and for
clearing and settlement.
6.2 MEANIG OF STOCK EXCHANGES
The word ‘stock’ means a fraction of the capital of a
company and the word ‘exchange’ means a place for buying and
83
selling something. The market or place, where securities are
exchanged or traded is called stock exchange or stock market.
A stock exchange thus provides a trading platform for the
sale and purchase of securities. Stock exchange is a structured
market place for the proper conduct of trading activities in shares,
stocks and other securities issued by companies and government.
Stock exchange provides marketability and price continuity for
shares and helps a fair evaluation of securities in terms of their
intrinsic worth.
Stock exchanges are formal organisations, approved and
regulated by the regulatory authorities of a country. Stock
exchanges deals in securities like shares, debentures or bonds
issued by the companies or corporations in the private, as well as
public sector and bonds issued by the central and state
governments, municipal corporations etc.
In addition, the stock exchange sometimes buys and sells
certificates representing commodities of trade. Stock exchanges
also facilitate the issue and redemption of securities and other
financial instruments.
Members are only permitted to trade those securities, which
are generally entered in the official list of the exchange. The right to
trade securities or make markets on an exchange floor is granted
only to an individual or firm on becoming a member of the
exchange.
An organised and recognised stock market ensures liquidity
and marketability to securities, encourage investments in securities
and support corporate growth.
6.3 DEFINITION OF STOCK EXCHANGE
The Securities Contracts (Regulations) Act, 1956 defines
stock exchange “as an association, organisation or body of
individuals, whether incorporated or not, established for the
purpose of assisting, regulating and controlling the business of
buying, selling and dealing in securities.”
According to the Oxford Dictionary of the business world, the
stock market also known as the stock exchange is defined “as a
place in which stock, shares and other securities are bought and
sold, price being controlled by demand and supply.”
84
6.4 CHARACTERISTICS OF STOCK EXCHANGE
Following are the salient features of a stock exchange:
1. Stock Exchange is an organised market place where securities
are purchased and sold.
2. Stock Exchange is a formal organisation which provides
facilities to their members to transact only in securities.
3. By tradition stock exchange was a voluntary association of
persons owned by its members and stockbrokers. Recently,
stock exchanges got transformed from a mutually owned
association to a shareholder owned company.
4. Recognition to a stock exchange is accorded by the Central
Government.
5. Stock exchange does not conduct business for them.
6. The right to trade securities or make markets is strictly restricted
to the members of the exchange.
7. The trading in a stock exchange is under the overall supervision
of the regulatory authorities of the nation.
8. Each stock exchange formulates its own rules and regulations.
Any member who acts against the rules of the exchange can be
removed from its membership.
9. Trading is strictly regulated and rules and regulations are
prescribed for various types of transactions.
[Link] listed in the official list of the stock exchange alone
are traded in an exchange.
[Link] trading platforms of stock exchanges are now accessible
through internet from anywhere in the country.
[Link] genuine investors and speculators can buy and sell shares
in stock exchange.
[Link] exchange provides information about the market price of
the securities.
[Link] of the stock exchange generally elect a governing
body which control and direct the activities of their members.
However in a demutualised stock exchange, shareholders elect
board of directors and they exercise direct and proper control
over the activities of the exchange.
85
6.5 OBJECTIVES OF STOCK EXCHANGE
Main objectives of stock exchange are the following:
1. To create an efficient securities market in the country.
2. To regulate stock market practices and to protect the interest
of investors.
3. To control illegitimate speculation, manipulation and other
undesirable trade practices.
6.6 FUNCTIONS OF STOCK EXCHANGE
Stock Exchange is a vital organ in a modern society. Stock
exchanges have a vital role to play in the economic development of
the country in general and the growth of industrial sector in
particular. Stock exchanges perform an important function of
mobilising and channelizing resources which remain otherwise
scattered. Apart from the above basic function it also assists in
mobilising funds for government. Thus stock exchanges help
orderly flow and distribution of savings between different types of
investments. Stock exchanges perform multiple functions, which
are given below:
1. Capital Formation and Economic Growth:
Stock exchanges help in mobilisation of surplus funds of
individuals and business firms for investment in securities. The
funds, which could have been consumed, or to be kept in idle
deposits are mobilised and redirected to invest in securities,
resulting in a stronger economic growth and higher productivity
levels.
2. Ensure Continuous And Ready Market For Securities:
By regular dealings in securities, stock exchange ensures
continuous and ready market for the securities. This enables it to
attract people who have surplus money even for a short period of
time.
3. Rational Allocation of Resources to the Various Sectors:
Stock exchange enables mobilisation of funds by allocation
of the same rationally which would otherwise be invested in not so
productive bank deposits and funds. Investment in various types of
securities leads to rational allocation of resources, which promote
divergent economic sectors such as agriculture, commerce and
industry.
86
4. Provide Liquidity:
Stock exchange is a place for selling and buying of
securities. The trading facility in stock exchange allows the small
investors to quickly and easily sell off the securities thereby
converting them into cash. This is an attractive feature of investing
in securities over other less liquid investments like real estate.
5. Evaluation of Securities:
Stock exchange provides information about the demand and
market price of various securities traded in the exchange. This
information is published by the exchange in newspaper and other
media. This helps investors to ascertain the current market prices
of their holdings.
6. Acts as Barometer of the Economy:
Stock Exchange acts as a barometer of the business
conditions in the country. At the stock exchange, share prices rise
and fall depending, largely on market forces. Booms and
depressions are reflected in the index of prices of various securities
maintained by the stock exchange.
7. Better Control over Corporate Sector:
Every company indenting to list their securities has to fulfil
certain conditions and rules framed by the stock exchange.
Through these rules, stock exchange influence on the management
and working of companies in public interest.
8. Ensure Fair Dealings and Safety:
Stock exchange ensures fair dealings and safety of
investors’ funds because trading in a stock exchange is under the
overall supervision of the regulatory authorities of the nation and in
accordance with the rules and regulations of the exchange.
9. Creating Investment Opportunities for Small Investors:
An investor can buy the number of shares as he/she can
afford. Therefore stock exchanges provide the opportunity for small
as well as large investors to own shares of the same companies.
[Link] Takeovers and Acquisitions:
Takeovers, acquisitions or mergers are means of expansion
of businesses for companies, which are made easier through the
stock exchanges. Stock exchange facilitates takeovers by acquiring
majority of shares in another company.
87
[Link] in Primary Issue:
The efficient functioning of stock exchanges creates a
conducive environment for an active and growing primary market
for new issues.
[Link] the Growth of Companies:
Stock market motivates companies to go public, or raise
additional capital. It helps the companies with an opportunity to
expand product line, increase distribution channels, increase
market share and acquire other necessary business assets.
[Link] Government to Raise Capital:
Stock exchange helps governments to raise capital finance
for many public works such as development of water supply,
housing estates etc. by selling bonds. The general public buy these
bonds thereby giving loan to the government.
6.7 SUMMARY
 Stock market refers to a market place where investors can buy
and sell securities. Primary market deals with only new issue of
shares, debentures and bonds, whereas secondary market
provides a place for securities which have already been issued
in an initial private or public offering.
 The word ‘stock’ means a fraction of the capital of a company
and the word ‘exchange’ means a place for buying and selling
something. The market or place, where securities are
exchanged or traded is called stock exchange or stock market.
Main objectives of stock exchange are the following:
a. To create an efficient securities market in the country.
b. To regulate stock market practices and to protect the interest of
investors.
c. To control illegitimate speculation, manipulation and other
undesirable trade practices.
 Stock Exchange is a vital organ in a modern society. Stock
exchanges have a vital role to play in the economic
development of the country in general and the growth of
industrial sector in particular. Stock exchanges perform an
important function of mobilising and channelizing resources
which remain otherwise scattered.
88
6.8 QUESTIONS
1. What is meant by Stock Exchange?
2. Define Stock Exchange.
3. State the characteristics of Stock Exchange.
4. Describe various functions of Stock Exchange.
EVOLUTION AND GROWTH OF STOCK EXCHANGES
One of the oldest stock markets in Asia, the Indian Stock
Markets have a 200 years old history.
 18th Century – East India Company was the dominant institution
and by the end of the century, business in its loan securities
gained full momentum.
 1830’s – Business on corporate stocks and shares in Bank and
Cotton presses started in Bombay. Trading list by the end of
1839 got broader.
 July 9, 1875 – Native brokers formed the Native Share and
Stock-Broker’s Association in Mumbai, with membership fee of
Re. 1.
89
 1899 – Bombay Stock Exchange acquires own premises in
Mumbai.
 1921 – Clearing houses are established for settlement of trade
as volumes increase.
 1923 – K. R. P Shroff became the President of BSE.
 1925 – Bombay Securities Contract Act (BSCCA) comes into
force.
 December 1, 1939 – Stock Exchange building is acquired.
 1943 – Forward trading banned till 1946. Only ready-to-delivery
and hand-delivery contract permitted.
 1956 – Securities Contract Registration Act, drafted on the lines
of BSCCA, comes into force.
 1957 – BSE becomes the first exchange in India to get
permanent recognition.
 1964 – Unit Trust of India (UTI) is born, gives fillip to capital
markets.
 April, 1 1966 – K. R. P. Shroff retires and Shri Phiroze J.
Jeejeebhoy becomes Chairman.
 June 29, 1969 – Morarji Desai bans forward trading.
 1973 – Construction of P. J. Towers, named after late Phiroze
Jamshedji Jeejeebhoy starts.
 1974 – Foreign Exchange Resolution Act, 1973 ended MNC
shareholdings cut to 40%.
 1977 – Reliance goes public and the equity cult is born. The
public issue of Reliance Textiles & Ind is oversubscribed 8
times.
 January 2, 1986 – BSE Sensex launched as the first stock
market index with 1978-79 as the base year.
 November 1987 – SBI Mutual Fund launches Magnum regular
income scheme.
 April 1988 – Securities and Exchange Board of India set up. S.
A. Dave, SEBI’s First Chairman.
 January 1992 – Securities and Exchange Board of India given
statutory powers.
 May 1992 – Harshad Mehta securities scam breaks.
90
 May 27, 1992 – Reliance is the first Indian Company to make a
GDR issue.
 May 30, 1992 – The Capital Issues Control Act, 1947 is
replaced. Free pricing of public issue allowed.
 September 1992 – Foreign institutional investors are permitted
to invest in Indian securities market.
 November 1992 – National Stock Exchange is born.
 November 1992 – Manmohan Singh, the then Finance Minister,
inaugurates OTCEI – the Over the Counter Exchange of India.
 February 1993 – Infosys launches IPO at a premium of Rs. 95.
 April 1993 – Sensex climbs more than 2, 500 points.
 July 1993 – Kothari Pioneer (now merged with Franklin
Templeton) registered as the first private sector mutual fund.
 October 30, 1993 – The First private sector mutual fund –
Kothari Pioneer MF begins operations.
 1993 – SEBI banks badla trading on BSE.
 June 1994 – NSE commences operations in wholesale debt
market segment with 100 companies listed.
 November 1994 – Capital Market segment of NSE goes on
stream. Trading is screen-based for the first time in India.
 March 1995 – BSE online trading system (BOLT) replace open
outcry system.
 June 1995 – NSCCL, India’s first clearing corporation is set up.
 October 1995 – National Stock Exchange overtakes the
Bombay Stock Exchange as the largest stock exchange in
terms of volumes of trading.
 April 1996 – NIFTY is born.
 November 1996 – The National Securities Depository is
created.
 February 1997 – SEBI releases norms for takeovers and
acquisitions.
 May 1997 – BSE introduces screen-trading.
 November 1998 – SEBI gives recognition to integrated stock
exchanges founded by 16 regional stock exchanges.
91
 February 1999 – Launch of automated lending and borrowing
mechanism (ALBM), on NSE.
 March 11, 1999 – Infosys Technologies is the first company to
list on NASDAQ through a public offering of American
Depository Receipts.
 March 22, 1999 – Central Depository Services (India) promoted
by BSE commence operations.
 September 1999 – ICICI is the first Indian Company to list
NYSE.
 October 11, 1999 – For the first time in BSE’s history, the
Sensex closed above 5, 000 market at 5, 031.78.
 January 2000 – SE creates ‘Z’ category of Scrips, in addition to
A, B1 and B2, comprising scrips that breached or failed to
comply with the listing agreement.
 February 2000 – Internet trading commences on NSE. On
February 21, NSE records peak market capitalization of Rs. 11,
94, 282 crore. On February 14, 2000 BSE Sensex hits an alltime
high of 6, 150.
 April 10, 2000 – The Sensex is revamped to include Dr. Reddy’s
Lab, Reliance Petroleum, Satyam Computers and Zee
Telefilms, replacing Indian Hotels, Tata Chemicals, Tata Power
and IDBI.
 June 2000 – BSE and NSE introduce derivatives trading in the
form of index futures.
 July 9, 2000 – BSE turns 125.
 October 19, 2000 – Wipro lists on NYSE.
 January 22, 2001 – Borrowing and Lending Securities Scheme
(BLESS) launched on BSE to promote securities lending and
borrowing activities.
 March 2001 – Ketan Parekh scam breaks. SEBI suspends all
the broker-directors of the BSE in relation to the KP scam on
March 13.
 May 2001 – BSE advises compulsory demat for B2 scrips.
 June 2001 – Index options start trading on NSE.
 July 2001 – A SEBI directive bans carry-forward, all major
securities are moved to rolling settlement. Options of individual
scrips start trading on NSE.
92
 November 9, 2001 – BSE and NSE launch futures in individual
stocks.
 July 2, 2001 – The age old badla system is abolished and
replaced by rolling settlement and option trading.
 August 2002 – Government announces Rs. 500 crore boil out
package for UTI.
 February 2003 – SEBI directs exchanges to monitor the
‘possibility of price manipulations.’
 September 2003 – BSE Sensex moves to “free float market
capitalisation” from the earlier “full market capitalisation.”
 January 2005 – Only ten of the original Sensex 30 survive. TCS
and NTPC added to the list.
 August 19, 2005 – BSE transformed into a corporate entity BSE
Ltd., with Rajanikant Patel as its CEO.
 September 2005 – The Sensex crossed the 8000 mark and
closed at 8052.56 mark on 8-9-05, raising the investor’s wealth
to Rs. 22 lakh crore.
 April 20, 2006 – The Stock market breached the milestone with
the benchmark Sensex surging past the 12, 000 point mark on
20-04-2006 for the first time in history.
 November 2006 – The stock market bounced back. Took merely
113 trading days to regain peak, crosses 13, 000 mart to close
at 13, 130 mark.
 May 15, 2007 – The BSE index (Sensex) 14K mark again on
May 16 and ended higher at 14, 127 points.
 July 6, 2007 – The BSE Index scaled to 15, 007.22.
 July 26, 2007 – Indian Stock Market achieved a historical land
mark as the combined volume of business crossed Rs. 1 lakh
crore (Rs. 1 trillion) (Rs. 1, 00186 crore) for the first time.
 August 29, 2007 – SEBI DE-RECOGNISES HYDERABAD
EXCHANGE.
 August 29, 2007 – Market regulator SEBI has de-recognised
Hyderabad Stock (HSE) as the course failed to dilute 51 per
cent stake to non-brokers by August 28 as is mandated by law.
The recognition granted to HSE stands withdrawn with effect
from August 29, 2007. 1274 companies are listed with NSE.
93
 September 21, 2007 – The cumulative market capitalisation of
all the 4,500-odd companies listed on the BSE, the world’s
biggest course in terms of listed firms, soared to a new peak of
Rs. 50, 18, 265.06 crore on Friday 21-09-2007.
 October 2007 – SEBI banks.
 2006-2007 – Investors complain against 1, 000 firms in just a
year: Investors lodged 2, 415 complaints against over 1, 000
firms including mutual funds and NBFCs in the past one year
(2006-2007). Around 90% of the companies against which
investors had grievances were listed on the stock exchanges,
according to official data. As many as 264 complaints were
spread over 200 cities in the country. There were also some
grievances coming from foreign countries.
ORGANISATIONAL STRUCTURE OF A STOCK EXCHANGE
 October 5, 2007 – NSE NIFTY MIDCAP 50 – Trading in futures
and options commenced. The aim is to capture the surging
movement and be a benchmark of the mid-cap segment.
94
QUESTIONS
1. Write explanatory notes on history of Stock Exchanges.
2. Discuss the organisation structure of Stock Exchange of India.
STOCK EXCHANGES IN INDIA
S. No Name of the Exchange Year of
Establishment
1. Bombay Stock Exchange, Mumbai 1875
2. Ahmedabad Stock Exchange,
Ahmedabad
1894
3. Calcutta Stock Exchange, Kolkata 1908
4. Madhya Pradesh Stock Exchange,
Indore
1919
5. Madras Stock Exchange, Chennai 1920
6. Hyderabad Stock Exchange, Hyderabad 1941
7. Delhi Stock Exchange, Delhi 1947
8. Bangalore Stock Exchange, Bangalore 1963
1. Cochin Stock Exchange, Cochin 1978
10. Uttar Pradesh Stock Exchange. Kanpur 1982
11. Pune Stock Exchange, Pune 1982
12. Ludhiana Stock Exchange, Ludhiana 1983
13. Guwahati Stock Exchange Ltd.
Guwahati
1984
14. Mangalore Stock Exchange,
Mangalore*
1985
15. Magadh Stock Exchange, Patna** 1986
16. Jaipur Stock Exchange, Jaipur 1989
17. Bhubaneshwar Stock Exchange,
Bhubaneshwar
1989
18. Saurashtra Kutch Stock Exchange,
Rajkot
1989
19. The Vadodara Stock Exchange, Baroda 1990
20. Over The Counter Stock Exchange of
India, Mumbai
1990
21. Coimbatore Stock Exchange,
Coimbatore
1991
22. National Stock Exchange of India,
Mumbai
1992
95
23. Inter-Connected Stock Exchange of
India Ltd., Mumbai
1999
24. MCX Stock Exchange, Mumbai 2008
25. United Stock Exchange of India,
Mumbai
2010
* As per Securities Appellete Tribunal order dated October 4, 2006,
the Managalore Stock Exchange is a de-recognised Stock
Exchange under Section 4 (4) of SCRA.
** SEBI vide order dated September 3, 2007 refused to renew the
recognition granted to Magadh Stock Exchange Ltd.
QUESTIONS
1. List the stock exchanges in India.
BOMBAY STOCK EXCHANGE
1 INTRODUCTION
The Stock Exchanges in India as elsewhere have a vital role
to play in the development of the country. It helps the Government
to raise internal resources for the implementation of various
development programmes in the public sector. It performs an
important function in mobilising and channelizing resources which
remain otherwise unutilised. Stock Exchange is a vital organ in a
developing economy like India.
Bombay Stock Exchange (BSE) is the oldest and the largest
stock exchange in Asia. Bombay Stock Exchange traces its history
to the 1980s, when a dozen stockbrokers gathered under a banyan
tree in front of Mumbai’s Town Hall. As the number of brokers kept
increasing this location kept changed and finally they moved to
Dalal Street in 1874.
These stock brokers then organised an informal association
in 1875 known as ‘The Native Share and Stock Brokers
Association’ Bombay. The Bombay Stock Exchange was
recognised in May 1927 under the Bombay Securities Contracts
Control Act of 1925.
BSE is the first stock exchange in the country to secure
permanent recognition from the Government of India in 1956 under
the Securities Contracts (Regulation) Act of 1956.
96
In 2002, the name “The Stock Exchange, Mumbai” was
changed to ‘Bombay Stock Exchange.’ Subsequently on August 19,
2005, the turned into a corporate entity (Corporatisation and
Demutualisation Scheme 2005) from an Association of Persons
(AoP) and renamed as Bombay Stock Exchange Limited.
Bombay Stock Exchange is the largest of 25 exchanges in
India. According to The World Federation of Exchanges, as on
December 2011, BSE was the 14th largest stock exchange in the
world and 6th largest in Asia with a market capitalisation of US$ 1
trillion. BSE is also world’s number one exchange in terms of
number of listed companies. BSE has a nation-wide reach with a
presence in 417 cities and towns. 5, 133 companies were listed
with the stock exchange and over 9, 275 scrips were being traded
as in April 2012.
BSE was migrated from the open outcry system to an online
screen based order driven trading system in 1995. BSE is the first
exchange in India and the second in the world to obtain an ISO
9001:2000 certifications. It was also the first exchange in the
country and second in the world to receive Information Security
Management System Standard BS 7792-2-2002 certification for its
BSE On-Line Trading System (BOLT). It is undeniable from its
history that majority of the corporates in India raised capital through
utilising services of BSE. The BSE was the first exchange in India
to list derivatives, such as futures, options etc. The BSE is also
actively involved in the development of the retail debt market.
The Department of Investor Services of BSE redresses
grievances of investors. BSE is the first exchange in the country to
provide an amount of Rs. 1 million towards the investor protection
fund and this amount is higher than that of any exchange in the
country. BSE also launched a nationwide investor awareness
programme ‘Safe Investing in the Stock Market’ under which 264
programmes were held in more than 200 cities.
2 BOARD OF DIRECTORS:
From an Association of Persons (AoP), BSE has become a
corporatized and demutualised entity which is incorporated under
the provisions of the Companies Act of 1956. The Exchange is
managed professionally under the overall supervision of Board of
Directors.
The Governing Board of BSE comprises 20 directors which
exercises complete control and formulates policy issues. Its Board
of Directors comprises of eminent professionals, representatives of
trading members and of SEBI. Among these 20 Directors, 9
97
members are elected Directors of which one third retire every year
by rotation.
Three members are nominees of Securities and Exchange
Board of India, 6 are from public representatives and a Managing
Director and Chief Operating Officer. The routine operations of BSE
are managed by the Managing Director and are assisted by the
professional management team.
3 MEMBERSHIP OF BSE
Individuals and corporate entities can apply for membership
in BSE. Membership in BSE can be obtained in the following two
ways:
1. Nomination by existing members or legal heirs in case of
deceased member.
2. New membership.
Conditions for Eligibility for Becoming a Member:
The selection criteria for individual members and directors in
case of corporate members are same.
1. Minimum age or 21 years.
2. Not been adjudged bankrupt or insolvent.
3. Not compounded with his creditors.
4. Not been convicted of an offence involving fraud or dishonesty.
5. Not engaged as principal or employee in any business other
than of securities.
6. Not been at any time expelled or declared a defaulter by any
other Stock Exchange.
7. Either matriculates or has the 10 plus 2 years qualification.
Generally, preference is given to professionally qualified
persons.
8. Minimum 2 years experience as a partner or authorised clerk or
apprentice with a member or in other connected areas in capital
market.
9. Minimum net worth requirement for individual members Rs. 30
lakh and for corporate members Rs. 50 lakh.
98
Monitoring Business of Members:
With the help of various markets monitoring reports BSE
closely monitors the outstanding positions of the members on a
daily basis.
These reports are scrutinised by officials of the Surveillance
Department to ascertain the excessive purchase or sale position
compared to normal level of business of each member. It also helps
to examine the scrip-wise concentration of securities, quality and
liquidity of scrips, margins already paid, capital deposited, pay-in
position etc. of the members.
4 ON-LINE SURVEILLANCE SYSTEM
BSE’s On-Line Surveillance System (BOSS) monitors on a
real-time basis the price movements, volume positions and
members’ positions and real-time measurement of default risk,
market reconstruction and generation of cross market alerts.
Capital for BSE Membership
The trading members of BSE are required to maintain three
types of capital with the Exchange.
Base Minimum Capital
All trading members of BSE are required to keep Rs. 10 lakh
as base capital with the Exchange, which is not available for
adjustment towards margin obligations.
Trade Guarantee Fund
Trading members are also required to deposit with the
Exchange a sum of Rs. 10 lakh towards his contribution to the
Trade Guarantee Fund (TGF). Trading members are allowed to
deposit cash, fixed deposit receipts, bank guarantee (i.e Cash and
Cash Equivalent) towards their contribution to TGF. Trade
Guarantee Fund will be available for adjustment towards margins.
Additional Capital
For availing higher trading limits, trading members can
deposit additional capital in the form of cash and non-cash
equivalents. Additional capital will be available for adjustment
towards margins.
In addition to the above, a person becoming a member of
BSE has to pay an admission fee of Rs. 2, 50, 000 brokers capital
fund Rs. 2, 50, 000 and annual subscription amounting to Rs. 70,
000.
99
5 CLASSIFICATIONS OF SECURITIES
During the past three decades, the BSE had been facilitating
the growth of the Indian corporate sector by providing it with an
efficient and ready access to resources. The securities traded in
BSE have been classified into various groups based on certain
qualitative and quantitative parameters. Following are the
classifications in the equity segment:
 ‘A’ Group or ‘Specified’ is a category in which there is a facility
for carry forward (Badla) for a period not exceeding 90 days. It
contains the shares of the companies which have fairly a good
growth and track record in terms of dividend and capital
appreciation. The scrips included in this group are on the basis
of equity capital, market capitalisation, number of years of listing
on the exchange, public share-holding, floating stock, trading
volume etc.
 ‘B1’ Group is a subset of the other listed equity shares that
enjoy a higher market capitalisation and liquidity than the rest.
‘B2’ Group of shares comprises those shares which are not
covered by the above two categories.
 ‘Z’ Group was introduced by BSE in July 1999. ‘Z’ Group
category comprises of shares of the companies which does not
comply with the rules and regulations of the BSE. It includes
companies which failed to comply with its listing requirements,
failed to resolve investor complaints, not made the required
arrangements with the depositories for dematerialisation of their
securities etc.
 ‘F’ Group represents the fixed income securities (debt market)
segment. Debentures and bonds issued by companies are listed
under F Group (i.e fixed income securities). Trading in
Government Securities by the retail investors is done under the
‘G’ Group. The ‘T’ Group represents scrips which are settled on
a trade-to-trade basis as surveillance measure. The ‘S’ Group
represents scrips forming part of the BSE-Indonext segment.
The ‘TS’ Group consists of scrips in BSE-Indonext segment,
which are settled on a trade-to-trade basis as a surveillance
measure. BSE also provides a facility to the market participants
for on-line trading of odd-lot securities in physical form in ‘A’, ‘B’,
‘T’, ‘S’, ‘TS’ and ‘Z’ groups and in rights renunciations in all
groups of scrips in the equity segment.
100
6 COMPULSORY ROLLING SEGMENT
All transactions in all groups of securities in the equity
segment and fixed income securities listed on BSE are settled on
T+2 basis. Under rolling settlement, the trade done on a particular
day are settled after a given number of business days. A+2
settlement cycle means that the final settlement of transactions
done on T, i.e trade day by exchange of money and securities
between the buyers and sellers respectively take place on second
business day after the trade day (excluding Saturdays, Sundays,
Bank and Exchange trading holidays). However, a transaction in
securities of companies, which are in ‘Z’ Group, are settled only on
a gross basis and the facility of netting of buy and sell transactions
in such scrips is not available.
SUMMARY
 The Stock Exchanges in India as elsewhere have a vital role to
play in the development of the country. It helps the Government
to raise internal resources for the implementation of various
development programmes in the public sector. It performs an
important function in mobilising and channelizing resources
which remain otherwise unutilised. Stock Exchange is a vital
organ in a developing economy like India.
 Bombay Stock Exchange (BSE) is the oldest and the largest
stock exchange in Asia. Bombay Stock Exchange traces its
history to the 1980s, when a dozen stockbrokers gathered
under a banyan tree in front of Mumbai’s Town Hall. As the
number of brokers kept increasing this location kept changed
and finally they moved to Dalal Street in 1874.
 From an Association of Persons (AoP), BSE has become a
corporatized and demutualised entity which is incorporated
under the provisions of the Companies Act of 1956. The
Exchange is managed professionally under the overall
supervision of Board of Directors.
Individuals and corporate entities can apply for membership
in BSE. Membership in BSE can be obtained in the following two
ways:
 Nomination by existing members or legal heirs in case of
deceased member.
 New membership.
 BSE’s On-Line Surveillance System (BOSS) monitors on a realtime
basis the price movements, volume positions and
101
members’ positions and real-time measurement of default risk,
market reconstruction and generation of cross market alerts.
 During the past three decades, the BSE had been facilitating the
growth of the Indian corporate sector by providing it with an
efficient and ready access to resources. The securities traded in
BSE have been classified into various groups based on certain
qualitative and quantitative parameters.
 All transactions in all groups of securities in the equity segment
and fixed income securities listed on BSE are settled on T+2
basis. Under rolling settlement, the trade done on a particular
day are settled after a given number of business days.
QUESTIONS
1. What is On-Line Surveillance System?
2. What is meant by Group ‘A’ shares?
3. What is screen based trading system?
4. Explain compulsory rolling settlement.
5. What are the eligibility criteria for trading membership in BSE?
6. Discuss the classification of securities in BSE.

102

7
NATIONAL STOCK EXCHANGE OF INDIA
Unit Structure
7.1 Introduction
7.2 Promoters of NSE
7.3 Objectives of NSE
7.4 Management of NSE
7.5 Screen Based Trading System
7.6 Membership in NSE
7.7 Conditions for Membership
7.8 Circuit Breakers
7.9 Price Bands
7.10 Subsidiaries of NSE
7.11 Objectives of setting NSCCL
7.1 INTRODUCTION
The 1991-92 securities scam revealed the inadequacies and
inefficiencies in the Indian financial system. It was scam, which
prompted a reform of the equity market. The 1990s will go down as
the most important decade in the history of the capital market of
India. Liberalisation and globalisation were the new terms coined
and marketed during this decade. The Capital Issues (Control) Act
of 1947 was repealed in May 1992. The decade was also
characterised by a new industrial policy, emergence of SEBI as a
regulator of capital market, advent of foreign institutional investors,
euro-issues, free pricing, new trading practices new stock
exchanges, entry of new players such as private sector mutual
funds and private sector banks.
NSE was established to provide a fair, efficient and
transparent securities market in India. The conventional stock
exchanges in India are failed to prevent price rigging, insider
trading, unfair trade practices, market manipulations and lack
sophisticated infrastructural facilities at par with international
standards. The settlement period in conventional stock exchanges
was also very long. Hence, a Higher Power Study Group (Pherwani
Committee) was appointed by the Government of India to
103
recommend suitable measures for overcoming the defects of
conventional stock exchanges.
NSE was the outcome of the recommendations of a Higher
Power Study Group. The Higher Power Study Group recommended
for the promotion of NSE by financial institutions to provide access
to investors from all over the country on an equal footing. Based on
the recommendations, NSE was promoted by leading public sector
financial institutions, Indian commercial banks and insurance
companies at the behest of the Government of India. NSE was
incorporated in November 1992. It was registered as a limited
company under the Companies Act of 1956 with an equity capital of
Rs. 25 crore. NSE was given recognition as a stock exchange in
April 1993 under Securities Contracts (Regulation) Act, 1956. The
NSE is situated in Mumbai.
7.2 PROMOTERS OF NSE
The National Stock Exchange was promoted by the following
financial institutions:
1. Industrial Development Bank of India (IDBI).
2. Industrial Credit and Investment Corporation of India (ICICI).
3. Industrial Finance Corporation of India (IFCI).
4. All Insurance Corporations.
5. Select Commercial Banks and other Financial Institutions.
7.3 OBJECTIVES OF NSE
NSE was set up with the following specific objectives:
1. To provide a nationwide trading facility for equities, derivatives,
debt and hybrid instruments.
2. To ensure equal access to all investors all over the country
through appropriate communication network.
3. To provide a fair, efficient and transparent securities market to
investors using electronic trading system.
4. To reduce settlement period through book entry settlement
system.
5. To ensure timely delivery of documents.
6. To protect members from default risk.
7. To meet the international benchmarks and standards.
104
Within a short span of operation, the above objectives have
been attained and the exchange has played a leading role in
transforming India capital markets to its present form. NSE has set
up an infrastructure that serves as a role model for the security
industry in terms of trading system, clearing and settlement
practices and procedures.
The standards set by NSE in terms of market practices,
products, technology and service standards have become industry
benchmarks and are being emulated by other market participants.
More than a mere market facilitator NSE is a force which guide the
industry towards new horizons and greater opportunities.
NSE is the most advanced exchange with 1611 companies
listed as on April 30, 2012.
The National Stock Exchange of India has stringent
requirements and criteria for the companies listed on the Exchange.
Minimum capital requirements, project appraisal, and company’s
track record are just some of the criteria. In addition, listed
companies pay variable listing fees based on their corporate capital
size.
7.4 MANAGEMENT OF NSE
NSE is one of the first demutualised stock exchanges in
India. As a demutualised stock exchange, the ownership,
management and trading rights of NSE are in the hands of three
different sets of people. NSE is owned by a set of leading financial
institutions and is managed by professionals, who do not directly or
indirectly trade on the exchange. Only qualified traders can be
involved in the securities trading.
NSE is different from other exchanges where membership
automatically implies ownership of the exchange. However, the
ownership and management of NSE have been totally delinked
from the right of trading members. Since broker owned stock
exchanges are also broker managed there is clear conflicts of
interest. Demutualisation completely eliminates any conflict of
interest helped NSE in aggressively pursuing policies and practices
within a public interest framework.
The Board of Directors of NSE comprises of senior
executives from promoter institutions, eminent professionals in the
fields of law, economics, accountancy, finance, taxation, public
representatives, nominees of SEBI and one full time Executive of
the Exchange. Its Board of Directors does not have any
representative of brokers. However, the Executive Committee,
105
which is concerned with the management of the exchange, has four
brokers nominated by the Board to reflect different types of
interests in the market. NSE has benefitted from the experience
and expertise of trading members in their advisory capacities. The
exchange has also appointed different committees to advice in
areas such as best market practices, settlement procedures and
risk containment systems.
7.5 SCREEN BASED TRADING SYSTEM
The trading in stock exchanges in India used to take place
through open outcry without use of information technology for
immediate matching or recording of trades. This was time
consuming and inefficient. NSE is the first stock exchange in the
country to be set up as a national exchange having a nation-wide
access and with fully automated screen based trading system. In
order to ensure efficiency, liquidity and transparency, NSE
introduced a nationwide, on-line, fully automated screen based
trading system (SBTS). The main advantages of trading in NSE are
that an investor can transact from any part of the country at uniform
prices. The prices at which the buyer and seller are willing to
transact will be displayed on the screen. When the prices match,
the transaction will be completed.
7.6 MEMBERSHIP IN NSE
There is no entry or exit barriers to the membership in NSE.
The members are admitted to the different segments of the
Exchange subject to the provisions of the Securities Contracts
(Regulation) Act of 1956, the Securities and Exchange Board of
India Act of 1992, the Rules, circulars, notifications, guidelines etc.,
issued there under and the Bye laws, Rules and Regulations of the
Exchange. The following persons are eligible to becoming trading
members in NSE:
1. Individuals
2. Partnership firms registered under the Indian Partnership Act of
1932.
3. Institutions including subsidiaries of banks engaged in financial
services.
4. Body corporates including companies as defined in the
Companies Act of 1956.
106
Eligibiliy Criteria For Trading Membership
The types of securities trading in NSE are divided into three
segments:
1. Wholesale Debt Market Segment.
2. Capital Market Segment.
3. Futures and Options (F&O) Market (Derivatives Market)
The NSE is one of the few exchanges in the world trading in
all types of securities on a single platform. In June 1994, NSE
commenced its operations in the Wholesale Debt Market (WDM), In
November, the same year, the Capital Market (Equities) segment
also commenced operations and the Derivatives segment in June
2000.
The minimum standards stipulated by NSE for membership
are in excess of those laid down by the SEBI. The standards for
admission of members laid down by the Exchange stress on factors
such as corporate structure, capital adequacy, track record,
education, experience etc. and reflect a conscious effort on the part
of NSE to ensure quality broking services so as to build and sustain
confidence among investors in the Exchange’s operations. NSE
have been encouraging corporatisation of the broking industry. As a
result, a number of brokers-proprietor firms and partnership firms
have converted themselves into corporates.
7.7 CONDITIONS FOR MEMBERSHIP
No person shall be admitted as a trading member if:
1. He has been an adjudged bankrupt.
2. He has compounded with his creditors for less than full
discharge of debts.
3. He has been convicted of an offence involving a fraud or
dishonesty.
4. He is engaged as a principal or employee in any business other
than that of securities, except as a broker or agent not involving
any personal financial liability or for providing merchant banking,
underwriting or corporate or investment advisory services,
unless he undertakes to severe its connections with such
business on admission, if admitted.
5. He has been at any time expelled or declared a defaulter by any
other Stock Exchange or he has been debarred from trading in
securities by any Regulatory Authorities like SEBI, RBI etc.
107
6. He has been previously refused admission to trading
membership by NSE unless a period of one year has elapsed
since the date of such rejection.
7. He incurs such disqualification under the provisions of the
Securities Contract (Regulations) Act, 1956 or Rules made
there under so as to disentitle him from seeking membership of
a stock exchange.
Education And Experience
Where an applicant is a corporate, not less than two
directors of the company (in case of a sole proprietorship, individual
and in case of a partnership firm, two partners) should satisfy the
following criteria.
They should be at least graduates and each of them should
possess at least two years’ experience in an activity related to
broker, sub-broker, authorised agent or authorised clerk or
authorised representative or remiser or apprentice to a member of
a recognised stock exchange. Such experience will include working
as a dealer jobber, market maker or in any other manner in the
dealing in securities or clearing and settlement thereof, as portfolio
manager or merchant bankers or as a researcher with any
individual or organisation operating in the securities market.
Minimum capital, net worth, deposits and fees payable by members
in different market segment are given below.
Trading Membership In Wholesale Debt Market (WDM)
In wholesale debt market segment, applicants like
companies and institutions are only eligible for membership.
Individual and partnership firms are not eligible to apply for
membership on wholesale debt market segment. Minimum net
worth requirement for members in debt market segment shall be
Rs. 2 crore. The deposits and fees payable by members of
wholesale debt market segment are the following:
1. Minimum paid up capital Rs. 30 lakh.
2. Minimum net worth Rs. 2 Crore.
3. Interest free security deposit Rs. 1.50 crore.
4. Annual subscription Rs. 1 lakh.
108
Trading Membership In Capital Market And Futures And
Options Market:
Individuals, partnership firms, institutions and corporations
are eligible for membership in these segments and the deposits
and fees payable by the members are the following:
1. Minimum paid up capital Rs. 30 lakh.
2. Minimum net worth Rs. 1 Crore.
3. Interest free security deposit Rs. 1.25 crore.
4. Annual subscription Rs. 1 lakh.
5. Collateral security deposit Rs. 2 Lakh.
Trading Membership In Capital Market, Futures And Options
And Wolesale Debt Market:
Corporates and institutions are only eligible for membership
in these three segments and the deposits and fees payable by the
members are the following:
1. Minimum paid up capital Rs. 30 lakh.
2. Minimum net worth Rs. 2 Crore.
3. Interest free security deposit Rs. 2.75 crore.
4. Annual subscription Rs. 2 lakh.
5. Collateral security deposit Rs. 25 Lakh.
NSE is one of the first exchanges in the world to use a
satellite communication technology for its trading. The trading
system of NSE called National Exchange for Automated Trading
(NEAT), is a state of-the-art client-server-based application. At the
server end, all trading information is stored in memory database to
ensure minimum response time and maximum system availability
for its users. For all trades entered into NEAT system, there is a
uniform response time which is less than one second. It is one of
the very few exchanges in the world to adopt an anonymous order
matching system.
The member punches in the NEAT system, the details of his
order like the quantities and prices of securities on which he desires
to transact. The transaction is executed as soon as it finds a
matching sale or buys order from a counter party. All the orders are
electronically matched on a price/time priority basis. This has
resulted in reducing considerably the time spent, cost and risk of
error as well as frauds thus ensuring improved operational
109
efficiency. Further, the system allows a large number of
participants, irrespective of their geographical locations, to trade
with one another simultaneously, improving the depth and liquidity
of the market. A single consolidated order book for each stock
displays, on a real time basis, buy and sell orders originating from
all over the country. Thus, NEAT system provides an Open
Electronic Consolidated Limit Order Book (OECLOB), which
ensures full anonymity by accepting orders, big or small, from
members without revealing their identity. The NEAT system also
provides equal access to all the investors.
NSE carries the trading platform to the PCs at the residence
of investors through the internet. NSE also allows using of internet
facility for buying and selling of securities through registered
brokers. These brokers should obtain the permission of their
respective stock exchanges. In February 2000, NSE become the
first exchange in the country to provide web-based access to
investors to trade directly in the exchange followed by BSE in
March 2001. The orders originating from PCs of investors are
routed through the internet to the trading terminals of the
designated brokers with whom they have relations and then further
to the exchange. After these orders are matched, the transaction is
executed and the investors get the conformation of the same
directly on their PCs.
7.8 CIRCUIT BREAKERS
NSE implemented index-based market-wide circuit breakers
in compulsory rolling settlement with effect from July 02. 2001. In
addition to the circuit breakers, price bands are also applicable on
individual securities.
Index-based Circuit Breakers
The index-based market-wide circuit breaker system applies
at 3 stages of the index movement, either way viz. at 10 percent, 15
and 20 percent. These circuit breakers when triggered bring about
a coordinated trading halt in all equity and equity derivative markets
nationwide. The market-wide circuit breakers are triggered by
movement of either as BSE Sensex or the NSE S&P CNX Nifty,
whichever is breached earlier.
 In case a 10 per cent movement of either of these indices, there
would be a one-hour market halt if the movement takes place
before 1.00 p.m. In case the movement takes place at or after
1.00 p.m. but before 2.30 p.m. there would be trading halt for ½
hour. In case movement takes place at or after 2.30 p.m. there
110
will be no trading halt at the 10 per cent level and market shall
continue trading.
 In case of a 15 per cent movement of either index, there shall
be a two-hour halt if the movement takes place before 1.00 p.m.
If the 15 per cent trigger is reached on or after 1.00 p.m., but
before 2.00 p.m., there shall be a none-hour halt. If the 15 per
cent trigger is reached on or after 2.00 p.m. the trading shall halt
for reminder of the day.
 In case of a 20 per cent movement of the index, trading shall be
halted for the remainder of the day.
7.9 PRICE BANDS
Daily price bands are applicable on securities as below:
1. Daily price bands of 2 per cent (either way) on securities as
specified by the Exchange.
2. Daily price bands of 5 per cent (either way) on securities as
specified by the Exchange.
3. Daily price bands of 10 per cent (either way) on securities as
specified by the Exchange.
4. No price bands are applicable on scrips on which derivative
products are available or scrips included in indices on which
derivative products are available. In order to prevent members
from entering orders at non-genuine prices in such securities,
the Exchange has fixed operating range of 20 per cent for such
securities.
5. Price bands of 20 per cent (either way) on all remaining scrips
(including debentures, warrants, preference shares etc.)
6. For auction market the price bands of 20 per cent are
applicable.
7.10 SUBSIDIARIES OF NSE
National Securities Clearing Corporation Ltd. (NSCCL)
The National Securities Clearing Corporation Ltd. (NSCCL)
is a wholly owned subsidiary of National Stock Exchange of India. It
was incorporated in August 1995 and commenced its clearing
operations in April 1996. It was formed to build confidence in
clearing and settlement of securities and to promote and maintain
the short and consistent settlement cycles.
111
National Securities Clearing Corporation Ltd. (NSCCL)
carries out the clearing and settlement of the trades executed in the
Equities and Derivatives segments. It also operates Subsidiary
General Ledger Account (SGL) for settlement of trades in
government securities and undertakes settlement of transactions
on other stock exchanges like the Over the Counter Exchange of
India (OCTEI). The clearing corporation is responsible for posttrade
activities such as the risk management and the clearing and
settlement of trades executed on a stock exchange. Clearing and
settlement of trades and risk management are its central functions.
7.11 OBJECTIVES OF SETTING NSCCL
NSCCL was set up with the following specific objectives:
1. To build confidence in clearing and settlement of securities.
2. To promote and maintain short, consistent and well defined
settlement cycles without any derivatives.
3. To provide counter-party risk guarantee.
4. To operate a tight risk containment system.
National Securities Clearing Corporation Ltd. (NSCCL)
determines the funds/securities obligations of the trading members
and ensures that trading members meet their obligations. NSCCL
becomes the legal counterpart to the net settlement obligations of
every member. This principle is called “novation” and NSCCL is
obligated to meet all settlement obligations, regardless of member
defaults, without any discretion. NSCCL immediately cuts off
trading and initiates recovery.
The NSCCL clears all trades, arranges for pay-in of
funds/securities, receives funds/securities, processes for shortages
in funds/securities, arranges for pay out of funds/securities to
members, guarantees settlement, and collects and maintains
margins/collateral/base capital/other funds. It follows a rigorous ‘risk
containment’ framework involving collateral and intra-day
monitoring. Due to setting up of the Clearing Corporation, the
market has full confidence that settlements will take place on time
and will be completed irrespective of possible default by isolated
trading members.
NSE IT Ltd.
It is also a wholly owned subsidiary of NSE and is its IT arm.
This arm of the NSE is uniquely positioned to provide products,
services and solutions for the securities industry. [Link] primarily
focuses on the area of trading, broker front-end and back-office,
112
clearing and settlement, web-based, insurance etc. Along with this,
it also provides consultancy and implementation services in Data
Warehousing, Business Continuity Plans, Site Maintenance and
Backups, Stratus Mainframe Facility management, Real Time
Market Analysis & Financial News.
INDIA INDEX SERVICES AND PRODUCTS Ltd. (IISL)
It is a joint venture between NSE and CRISIL Ltd. to provide
a variety of indices and index related services and products for the
Indian Capital Market. It was set up in May 1998. IISL has a
consulting and licensing agreement with the Standard and Poor’s
(S&P), which is the world’s leading provider of investible equity
indices, for co-branding equity indices.
NATIONAL SECURITIES DEPOSITORY Ltd. (NSDL)
NSE joined hands with IDBI and UTI to promote
dematerialisation of securities. This step was taken to solve
problems related to trading in physical securities. It commenced its
operations in November 1996.
DotEx INTERNATIONAL LIMITED
DotEx was formed to provide a well-structured inter trading
platform for the members to further offer on-line trading facilities to
their customers. With this facility, the members can serve big
customers with the use of automated risk management features
and thus increase the volume of trade. The investors also get
comprehensive, relevant and updated information through it.
OVER THE COUNTER EXCHANGE OF INDIA
OTCEI was set up in 199- as Section 25 Company under the
Companies Act 1956 and is recognised as a Stock Exchange under
Section 4 of Securities Contracts Regulation Act, 1956. It was set
up to provide small and medium sized enterprises access to the
capital markets and to investors a convenient mode of investments.
It is a ring less electronic national exchange listing entirely new
companies, which will not be listed on any other exchange.
Companies engaged in investment, leasing, finance, hire
purchase, amusement parks etc. and the companies listed on any
other stock exchange are not eligible for getting listed on OTCEI.
Also, listing is granted only if the issue is fully subscribed to by the
public and sponsor.
113
Promoters of the Exchange
OTCEI was promoted by a consortium of leading Financial
Institutions of India, such as:
1. Unit Trust of India (UTI)
2. ICICI
3. Industrial Development Bank of India (IBRD)
4. SBI Capital Markets Limited
5. Industrial Finance Corporation of India (IFCI)
6. Life Insurance Corporation of India (LIC)
7. Canbank Financial Services Limited
8. General Insurance Corporation of India & its subsidiaries.
Members on the exchange are responsible for getting
companies on the exchange through the mechanism of
sponsorship. Dealers may perform the dual roles of broker and the
market maker, and along with members, are responsible for trading
of securities on the exchange. The Custodian/Settler is responsible
for validation of trading documents, storage of trading documents,
and share certificates as also clearing of daily transactions and
giving each member/dealer his net monetary position with respect
to the market as a whole. Registrars and the transfer agents are
responsible for share transfers, allotment and keeping shareholders
informed of all developments in the companies concerned.
SUMMARY
 The 1991-92 securities scam revealed the inadequacies and
inefficiencies in the Indian financial system. It was scam, which
prompted a reform of the equity market. The 1990s will go down
as the most important decade in the history of the capital market
of India.
The National Stock Exchange was promoted by the following
financial institutions:
a. Industrial Development Bank of India (IDBI).
b. Industrial Credit and Investment Corporation of India (ICICI).
c. Industrial Finance Corporation of India (IFCI).
d. All Insurance Corporations.
e. Select Commercial Banks and other Financial Institutions.
114
 NSE is one of the first demutualised stock exchanges in India.
As a demutualised stock exchange, the ownership,
management and trading rights of NSE are in the hands of three
different sets of people. NSE is owned by a set of leading
financial institutions and is managed by professionals, who do
not directly or indirectly trade on the exchange. Only qualified
traders can be involved in the securities trading.
 The trading in stock exchanges in India used to take place
through open outcry without use of information technology for
immediate matching or recording of trades. This was time
consuming and inefficient. NSE is the first stock exchange in the
country to be set up as a national exchange having a nationwide
access and with fully automated screen based trading
system. In order to ensure efficiency, liquidity and transparency,
NSE introduced a nationwide, on-line, fully automated screen
based trading system (SBTS).
There is no entry or exit barriers to the membership in NSE.
The members are admitted to the different segments of the
Exchange subject to the provisions of the Securities Contracts
(Regulation) Act of 1956, the Securities and Exchange Board of
India Act of 1992, the Rules, circulars, notifications, guidelines etc.,
issued there under and the Bye laws, Rules and Regulations of the
Exchange. The following persons are eligible to becoming trading
members in NSE:
a. Individuals
b. Partnership firms registered under the Indian Partnership Act of
1932.
c. Institutions including subsidiaries of banks engaged in financial
services.
d. Body corporates including companies as defined in the
Companies Act of 1956.
 NSE implemented index-based market-wide circuit breakers in
compulsory rolling settlement with effect from July 02. 2001. In
addition to the circuit breakers, price bands are also applicable
on individual securities.
115
QUESTIONS
1. What is NSE?
2. What is on-line surveillance system?
3. State the objectives of NSE.
4. Discuss the rationale of NSE.
5. Who are promoters of NSE?
6. What are the trading segments in NSE?
7. What is meant by index-based circuit breaker?
8. Name the subsidiaries of NSE.
9. What are the objectives of National Securities Clearing
Corporation Limited?
[Link] explanatory notes on Price Bands.
RECENT DEVELOPMENTS IN STOCK EXCHANGES
Reforms and developments
 Till recent past floor trading took place in all the stock
exchanges in India. In this system the trade takes place through
open outcry system during the official trading hours. Trading
posts are assigned for different securities where buy and sell
activities of securities took place.
 In 1994 NSE and OTCEI was set up with the screen based
trading facility. After one year BSE introduced the screen based
trading system. And after that more and more stock exchanges
adopted screen based trading system.
 In 1992 foreign institutions investors have been allowed to
invest in India.
 In 1993 private sector mutual funds have been allowed.
 In 2001 Derivatives in the form of futures and options are
introduced for trading and hedging purpose.
 SEBI has made compulsory to all the intermediaries to register
with it.
 At present trader can trade through laptops, palmtops and
mobile phones also.
 The trading cycle has been shortened to T+2 from T+5 so that
investor should not wait for sale proceeds of his investments.
 At present almost 99% of the scrips are dematerialized. Almost
all the traders are in the demat form.
116
 Now balance sheet and prospectus of the company are
available to the investors.
 At present NAV has to be published.
 Insider trading and unfair practices are strictly prohibited.
The Original OTCEI Mandate Yesterday
 India’s first online, real time exchange.
 Unique market maker concept to provide liquidity and
support.
 Transparency would attract the small investors.
 Commitment of large institutions will give a boost to OTCEI.
 Day-to-day affairs will be looked after by the Exchange
Committee.
The Reality Today
 Connectivity problems.
 Trading software not up to the mark.
 Market making not understood as a concept.
 Low volumes and no depth.
 Lack of investor education.
 Orphan exchange: apathetic promoters of OTCEI.
 No provision for exchange of the committee members.
 Share transfers take up to six months.
 Too many dealers and too few companies.
 Low discounting of OTC listed companies. No speculation:
OTC ideal exchange for forward trading.
POSSIBLE SOLUTION TOMORROW
 Switch over to VSAT.
 Make the software more-friendly.
 Let the promoters of OTCEI get active or
 Sell the Exchange to those who are willing to develop it.
 Sponsor track record gets included in new issue prospectus.
 Co-ordinated effort by all OTC players for investor education.
 Most active dealers and members represented on Exchange
Committee.
117
 Product segmentation and development of the retail debt
market.
 Penalise inactive members and dealers.
 Improve the performance of the registrars.
 Introduce forward trading in a regulated regime.
STOCK MARKET INDICES
INTRODUCTION
Stock Market is a place where the stocks of listed companies
are traded. A stock index is a simple barometer reflecting the value
of the underlying scrips in the market. Stock indices are used as
reliable benchmarks to observe the vibrancy of the capital markets
and to evaluate their performance. A good stock index captures the
movement of the well diversified and highly liquid stocks. Financial
indices are generally created to measure the movements of price of
stocks, bonds, treasury bills and other types of financial
instruments.
An index is a statistical average, which can be a simple or
weighted average, of a few leading shares in the market. The
average number so arrived at is called an index. A stock index
consists of a set of stocks that are representative of either the
whole market, or a specified sector, to measure the change in the
overall behaviour of the markets or a sector over a period of time.
The level of the index reflects the total market value of all the
stocks in the index of a particular base period.
19th century mathematicians were the first to propose
modern indices. The grandfather of all equity indices is the Dow
Jones Industrial Average, which was first published in 1896. Since
then indices have come a long way, not only in their sophistication
but also in their variety. In India, till the decade of eighties, there
was no scale to measure the ups and downs in the Indian Stock
market. The Bombay Stock Exchange Ltd. (BSE) in 1986 came out
with a stock index called ‘SENSEX’ that subsequently became the
barometer of the Indian Stock Market. The launch of SENSEX in
1986 was later followed up in January 1989 by introduction of BSE
National Index. Subsequently the national index was renamed as
BSE-100. In 1996 the National Stock Exchange (NSE) developed
their index called Nifty 50.
Indices are mainly of price index, quantity index and value
index. Price index measures changes in prices of debt, government
and equity securities. Price index is widely used in financial market
118
than the quantity and value indices. Of these indices, equity indices
are more important than indices of debt securities. Most of the
indices are developed and computed by using the market
capitalisation weighted method.
SIGNIFICANCE OF INDEX MOVEMENT
Stock Index generally indicate the overall performance of the
market on a daily basis. It is the average of a large number of
shares which shows the level of changes in stock prices with
respect to time. It helps to measure the change in overall behaviour
of the markets or sector over a period of time. For example if the
share price index in June 2010 is 5000 and if the average share
price in 1984-85 taken as 100, it means that on an average, share
prices in the market have grown up by about 50 times since 1984-
85. The year for which the average price is assumed to be 100 (in
this case, 1984-85) is known as the base year.
Ups and downs of an index reflect the changing expectations
of the stock market regarding future earnings of the corporate
sector. When the index goes up, it is because the stock market
thinks that the prospective earnings will be better than previously
thought. When prospects of earnings in the future become
pessimistic, the index drops. The ideal index gives us instant-toinstant
readings about how the stock market perceives the future of
a country’s corporate sector. Every stock price moves up or down
because of three possible reasons:
1. News about the company (e.g. a product launch, or the closure
of a factory)
2. News about the industry.
3. News about the economy as a whole including political and
sentimental factors.
USES OF STOCK INDEX
Following are the uses of stock market index:
1. It Acts as a Barometer: Stock index is a barometer which
indicates the overall performance of the economy or a sector of
the economy. The ups and downs in the stock index represent
the volatility of the equity market. It acts as a signal to the
government to the ‘good or bad’ factor prevailing in the
economy.
2. It Acts as a Benchmark for Portfolio Performance: The most
important use of an equity market index is to remain as a
benchmark for a portfolio of stocks. All diversified portfolios,
119
belonging to either retail investors or mutual funds, use the
common stock index as a yardstick for evaluation of their
performance.
3. Index is an Underlying for Derivatives like Index Futures and
Options: Indices are useful in modern financial application of
derivatives. Indices serve as the underlying for futures, options
and index funds etc.
4. Helps Companies in Raising Capital: An index is an indicator of
the overall mood of the investors in the secondary market and it
helps companies to determine the price of the new issue and
the ideal time of making an IPO.
5. Helps in Studying the Market Behaviour: Stock index is used to
monitor and measure market movements, either in real time or
daily or even decades, helping us to understand economic
conditions and prospects.
6. Helps in Comparison: It provides a historical comparison of
returns on money invested in securities against other forms of
investments. It is also helpful to the investors for comparison of
performance of scrips in various sectors and companies.
7. Helps in Choosing Portfolio Investment: Another important use
of an equity market index is to act as a benchmark for a portfolio
of stocks. All diversified portfolios, belonging either to retail
investors or mutual funds, use the common stock index as a
yardstick for evaluation of their performance. An index is thus
useful to the investors in choosing appropriate portfolio for
investment.
8. Index can be used as a standard against which to compare the
performance of an equity fund.
9. Index supports research, risk measurement and asset
allocation.
DISADVANTAGES OF STOCK INDEX
A Stock Index reflects changing expectations of the market
about the future of the corporate sector. Stock index has several
uses but it is a double edged sword with some serious defects.
Suppose an investor thinks that the stock of the company is going
down and if this feeling prevails across the investors, then everyone
would want to get out of the company’s stock. This would
automatically lead to the stock prices crashing. Any downturn in the
market would be reinforced by the collective action of the investors
to hedge against any losses and get out of the market. Even though
an index is a popular guide to the investors, it is riddled with
120
imperfections which can often confuse rather than help. For
instance when the index rises, the market expects the future to be
better than previously expected and drops when the expectations
about future become pessimistic.
TYPES OF INDEX
Index can be classified into two types:
Broad Market Index: Broad Market Index is an index which
consists of all the large, liquid stocks of the country and becomes
the benchmark for the entire capital market of the country.
Examples of this index are BSE-500 Index, S&P CNX 500.
Specialised Index: Specialised Index is an index which
specialises an industry or a sector of the economy which serves as
benchmark for that particular industry or sector. Examples of
specialised or sectoral indices are BSE auto, BSE Metal, S&P CNX
Energy Index etc.
DETERMINANTS OF STOCK INDEX
Following parameters should be taken into consideration
while constructing a stock index:
1. The stocks selected for forming an index should be highly liquid.
Illiquid stocks should be avoided for the construction of an
index.
2. The number of scrips selected should have sizable proportion of
the total market capitalisation of scrips. The index should
include primarily the stock of companies that have significant
market capitalisation with respect to the index such that any
major change in the price of the stock is reflected in the index.
3. Each scrip should be properly weighted so that it influences the
index n proportion to its respective market importance.
4. While selecting securities for forming an index, due
representation should be given to each industry in the index
sample and all major scrips should be included.
5. While selecting scrips, balanced representation should be given
for all sectors.
6. Base year selected be normal and free from major fluctuation.
7. The size of the scrips selected for an index should be optimum.
Number of scrips selected should be neither too small nor too
large. More stocks lead to greater diversification but increasing
the number of stocks beyond a point does very little in risk
reduction.
121
DIFFERENT METHODOLOGIES FOR CALCULATION OF
STOCK INDICES
Following are the different methods, which are adopted for the
calculation of stock indices:
1. Price Capitalisation Methodology
2. Free-Float Market Capitalisation Methodology
3. Price-Weighted Index
4. Equal Weighted Index
Market Capitalisation Methodology: Market Capitalisation
Method takes into account the entire equity for calculation of index
and do not eliminate shares that are held by promoters and other
companies which have a controlling interest. In this method
weightage is calculated by multiplying the number of shares
outstanding with the market price of the share. The shares with
higher market capitalisation have higher weightage and will be most
dominant in the index.
Free-Float Market Capitalisation Methodology: Free-Float
methodology refers to an index construction methodology that
takes into consideration only the free-float market capitalisation of a
company for the purpose of index calculation and assigning weight
to stocks in index. It takes into account only those shares that are
freely available for trading in normal course. It excludes those
shares that are held by promoters, strategic holding, government
holding, lock-in shares etc. In other words, the market capitalisation
of each company in a free-float index is reduced to the extent of its
readily available shares in the market.
Price-Weighted Index: It is a stock index in which each stock
influences the index in proportion to its price per share. The value
of the index is calculated by adding the prices of each of the stocks
in the index and dividing them by the total number of stocks. Stocks
with a higher price will be given more weight and, therefore, will
have a greater influence over the performance of the index. Dow
Jones Industrial Average, one of the oldest indexes which were
launched in 1896 is an example of one that is calculated on this
methodology.
Equal Weighted Index: In this method the weights are equal
and assigned irrespective of both market capitalisation and price.
An equally weighted index makes no distinction between large and
small companies, both of which are given equal weights. The good
performance of large-cap stocks is negated one-for-one by poor
performance of smaller-cap stocks in this index.
122
STOCK INDICES OF BOMBAY STOCK EXCHANGE
SENSEX: SENSEX (Sensitive Index) is the blue chip index
of the BSE. Up to the eighties of the last century, there was no
scale to measure the ups and downs in the Indian Stock Market.
SENSEX, first compiled in 1986, was calculate on a ‘Market
Capitalisation Weighted’ methodology of 30 component stocks
representing large, well established and financially sound
companies across key sectors. The BSE Sensex is generally
regarded as the most popular and widely tracked index of the
Indian Stock Market. SENSEX today is widely reported in both
domestic and international markets through print as well as
electronic media. The values of all BSE indices are updated on real
time basis during market hours and displayed through the BOLT
system, and BSE website. This is done automatically on the basis
of prices at which trades in index constituents are executed. BSE
also disseminates information on the Price Earning Ratio, the Price
to Book Value Ratio and the Dividend Percentage on day-to-day
basis of all its major indices.
SENSEX is not only scientifically designed but also based on
globally accepted construction and review methodology. SENSEX
consists of 30 largest, well-established and most vigorously traded
stocks, representing various sectors of the BSE. SENSEX is thus a
basket of 30 constituent stocks representing a sample of large and
liquid companies. The set of companies which make up the index
was changed only very few times during the past 25 years. These
companies account for around one-fifth of the market capitalisation
of the BSE.
The index includes 30 companies which figure in top 100 in
terms of market capitalisation and are also among the leaders in
their industry groups. Presently the following are the constituent
companies: ACC, Infosys, Reliance, Infra, Jaiprakash Associate,
HDFC Bank Ltd., Wipro Ltd., Tata Power, Hindalco Industries, L&T,
Housing Development Finance Corporation, ITC Ltd., State Bank of
India, CIPLA Ltd., Grasim Industries Ltd., Tata Motors, Sterlite
Industries, NTPC Ltd., Tata Steel, Bharathi Airtel, BHEL, ONGC,
TCS Ltd.
SENSEX Criteria for the Selection of Scrips: The general
guidelines for selection of constituents in SENSEX are as follows:
1. Listing History
The company should have an acceptable record of
accomplishment on the opinion of the Index Committee. The scrip
should have a listing history of at least 3 months at BSE. Minimum
123
requirement of 3 months is reduced to one month, if full market
capitalisation of a newly listed company ranks among top 10 in the
list of BSE universe. In case of a company, which is listed because
of either merger or demerger or amalgamations, minimum listing
history is not be required.
2. Trading Frequency
The scrip should have to be traded one which is on each and every
trading day during the past three months.
3. Final Rank
The scrip should figure in the top 100 companies listed as
per final ranking. The final rank is arrived at by assigning 75 per
cent weightage to the rank on the basis of a three-month average
full market capitalisation and 25 percent weightage to the liquidity
rank based on three-month average daily turnover and three-month
average impact cost.
4. Market Capitalisation Weightage
The weightage of each scrip in SENSEX based on threemonth
average free-float market capitalisation should be at least
0.5 percent of the Index.
5. Industry Representation
Scrip selection generally takes into account a balanced
representation of the listed companies in the universe of BSE.
SENSEX CALCULATION METHODOLOGY
The base year of SENSEX was taken as 1978-79 and the
base value is 100 index points. The SENSEX was initially
calculated based on the “Full Market Capitalisation” methodology
but was changed to the “Free-Float Market Capitalisation”
methodology with effect from September 1, 2003. The free-float
market Capitalisation-Weighted methodology is a widely followed
index construction methodology on which majority of global equity
benchmarks are based.
DOLLAR SERIES OF BSE INDICES
All BSE indices reflect the growth in market value of
constituent stocks over its base period in rupee terms then a need
was felt to design a yardstick by which these growth values are
measured in dollar terms. Such an index would reflect, in one
value, the changes in both the stock prices and the foreign
exchange variation. This is facilitated by the introduction of a dollarlinked
index emerged in the backdrop of Indian equity markets
124
increasingly getting integrated with global capital markets and felt
need to assess the market movements in terms of international
benchmarks. This index is useful to overseas investors, as it helps
them to measure their real return after providing for exchange rate
fluctuations. Earlier BSE calculates dollar-linked version of
SENSEX and BSE-200. Presently BSE calculated dollar-linked
version of Dollex-30, Dollex-100 and Dollex-200 and displays them
in BSE on-line trading terminals (BOLT) by taking into account realtime
Rs/US$ Exchange rate.
BSE-100 Index: The BSE National Index was launched on January
3, 1989. It comprises 100 stocks listed at five of the major stock
exchanges in India i.e at Mumbai, Kolkatta, Delhi, Ahemdabad and
Chennai. The criterial for selection are market activity, due
representation to various industry groups and representation of
trading activity on major stock exchanges. The BSE National Index
was renamed as BSE-100 Index from October 14, 1996 and since
then it is calculated taking into consideration only the prices of
stock listed at BSE. BSE also calculates a dollar-linked version of
BSE-100 Index. The base period of BSE-100 is 1983-84 with a
base value of 100.
BSE-200 Index: BSE-200 Index was constructed and launched on
27th May 1994. Equity shares of 200 selected companies from the
specified and non-specified lists of BSE have been considered for
inclusion in the sample for BSE-200. The selection of companies is
primarily done on the basis of current market capitalisation of the
listed scripts on the exchange. Besides market capitalisation, the
market activity of the companies as reflected in the volumes of
turnover and certain fundamental factors are considered for the
final selection of the 20 companies. The base period for BSE-200
Index is 1989-90 with a base value of 100.
BSE-500 Index: BSE-500 Index consists of 500 scrips in its basket,
which was launched on August 9, 1999. The changing patterns of
the economy and that of the market are kept in mind while
constructing this index. BSE-500 index represents nearly 93
percent of the total market capitalisation on BSE Ltd. This means
BSE-500 Index closely represents the whole market. This index
represents almost all the 20 major industries of the economy. The
base period for BSE-500 index is 1st February 1999 with a base
value of 100.
BSE Mid-Cap and BSE Small-Cap Index: BSE introduced BSE
Mid-Cap and BSE Small-Cap Index to track the performance of the
companies with relatively small market capitalisation that would
exclusively represent the mid and small cap companies listed on
125
the BSE. This index was constructed to capture the trend in the
specific class of companies (with lower capitalisation). Scrips that
are included in Z group are taken into account for this calculation.
The number of companies in each of these indices periodically
varies. The base period for BSE Mid-Cap and BSE Small-Cap
Index is 2002-03 with base value of 1000 and it was launched on
April 2005. Free-Float market capitalisation methodology is used for
calculation of the index.
Sectoral Indices of BSE: BSE calculates various sectoral indices.
All the indices are calculated and disseminated on BOLT which is
BSEs trading terminal on a real time basis. Number of scrips in
each of the sectoral indices at BSE is variable as they aim to
represent minimum of 90 percent market capitalisation from the
universe of BSE-500 index. Similar to other BSE indices, sectoral
indices at BSE are also calculated and disseminated with in a
frequency of 15 seconds. The base value of all sectoral indices is
1000. Some of the sectoral indices are given below:
BSE Fast Moving Consumer Goods (FMCG):
Index developed for fast moving consumer goods and
products, which are non-durable and characterised by mass
consumption. The index was introduced by the BSE on 9th August,
1999. The base period for the index is February 1, 1999 with a
base index value of 1000.
BSE Capital Goods: It was introduced by BSE on August 9, 1999.
The base period for the index is February 1, 1999 with a
base value of 1000.
BSE Consumer Durables: It was introduced by BSE on August 9,
1999. The base period for the index is on February 1, 1999 with a
base index value of 1000.
BSE Healthcare: BSE Healthcare index was developed to capture
the performance of the companies engaged in the manufacture of
healthcare products. It was introduced by BSE on August 9, 1999.
The base period for the index is February 1, 1999 with a base index
of 1000. These indices were initially calculated on free-float
capitalisation method since August 16, 2005.
BSE Capital Goods, BSE Consumer Durables, BSE IT: BSE
Capital Goods, BSE Consumer Goods, BSE IT are the various
other sectoral indices introduced by BSE on 9th of August, 1999.
The base period for these indices is February 1, 1999, with the
base index value of 1000. These indices were initially calculated on
full market capitalisation method, which is now changed to free-float
capitalisation method since August 16, 2005.
126
BSE Tech Index comprises IT, Media and Telecommunication
sector. It was introduced by the BSE on July 11, 2001. The base
period for the indices is on April 2, 2001 and base index value is
1000. It is calculated on free-float methodology.
BSE BANKEX: BSE BANKEX was commenced on June 23, 2003.
Base period for this index is January 1, 2002 with a base index
value of 1000.
BSE Auto: BSE Auto was commenced on August 23, 2004. The
base period for BSE Auto index is February 1999, with a base
index value of 1000. It is calculated only on free-float methodology.
BSE Metal: BSE Metal index with free-float methodology for
calculation was introduced on August 23, 2004. The base period for
these indices is February 1, 1999 with a base index value of 1000.
BSE Oil and Gas: BSE Metal and BSE Oil and Gas were the
indices introduced by the BSE on August 23, 2004. The base
period for the indices is February 1, 1999 with a base index value of
1000. It is calculated on free-float methodology.
BSE Realty: BSE Realty Index was developed to synergise the
emerging opportunities in the real estate sector. This sector thrusts
on development of buildings, building townships and scaping land.
There are plenty of opportunities in real estate sector which are
backed by favourable tax regimes. BSE Realty was commenced by
the BSE on July 9, 2007 and it was based on January 3, 2005.
Prices.
BSE Power: BSE Power Index was developed to appraise the
performance of the companies in the energy sector. BSE Power
was commenced by the BSE on November 19, 2007 based on
January 3, 2005 prices.
INDICES OF NATIONAL STOCK EXCHANGE OF INDIA
Nifty 50 is the blue chip index of the NSE of India Ltd.
Besides Nifty 50, the various sectoral indices are also offered by
the NSE of India. Nifty is owned and managed by India Index
Services and Products Ltd. (IISL) which is a joint venture of NSE
and CRISIL. IISL is India’s first specialised company focused upon
the index as a core product. IISL is India’s first specialised
company focused upon the index as a core product. IISL has a
marketing and licensing agreement with Standard & Poor’s.
Standard and Poor’s (S&P) is one of the World’s leading provider of
equity indices.
S and P stands for US based ‘Standard and Poor’s Financial
Information Services. The CNX stands for CRISIL NSE indices, the
127
two companies that come together to form the index. CNX indices
are useful for fund managers, corporates, brokers and all such
enterprises connected with investments in the equity markets.
These indices can be used for tracking the markets, understanding
the performance of a company vis-à-vis the market, determining
how an investors portfolio is performing as compared to the market,
trading derivative products and most importantly for development of
index based funds by mutual funds. The various indices of NSE are
given below:
S & P CNX NIFTY: Standard and Poor’s CRISIL NSE Index 50 or S
& P CNX Nifty is the leading index of the NSE of India Ltd. S&P
CNX Nifty 50 has nicknamed as Nifty 50 or simply Nifty. It consists
of well-diversified 50 stocks accounting for 22 sectors of the
economy. Nifty 50 has attained great popularity among the
investors. The index is composed of top 50 most liquid stocks of
largest companies in India. It is used for a variety of purposes such
as benchmarking fund portfolios, index based derivatives and index
fund. Thus, Nifty reflects the stock market behaviour and it is also
used for the applications of index fund and index derivatives. It has
now become one of the most popular and widely used stock market
indicators of the country.
Nifty 50 was introduced on January 1996. The base period
selected for Nifty 50 is November 1995 and the base value of the
index has been set at 1000. It includes 50 of the approximately 935
companies listed on the NSE, captures approximately 60 percent of
its equity market capitalisation and is a true reflection of the Indian
Stock Market.
A. Nifty-Eligibility Criteria for the Selection of Scrips: All
common shares listed on the NSE (which are of equity and not
a fixed income nature) are eligible for inclusion in the S&P CNX
Nifty Index. Convertible stocks, bonds, warrants, rights and
preferred stock that provide a guaranteed fixed return are not
eligible. Selection of stocks in nifty fifty is based on four criteria:
1. Liquidity (Impact Cost): Impact cost is the cost of executing a
transaction in a security in proportion to the weight of its market
capitalisation against the index market capitalisation, at any
point in time. For inclusion in the index, the security should have
traded at an average impact cost of 0.75 per cent or less during
the last six months, for 90 percent of the observation.
2. Market Capitalisation: For being included in the S&P CNX Nifty
50, the companies should have an average market
capitalisation of Rs. 500 crore or more during the last six
months.
128
3. Floating Stock (Outstanding Shares): Companies eligible for
inclusion in the S&P CNX Nifty should have at least 12 percent
of its stocks available to investors (float). For this purpose, float
shall mean stocks which are not held by the promoters and
associated entities of such companies.
4. Others: The company must be domiciled in India and trade on
the NSE.
B. Additions: The index is reviewed every quarter and a six-week
notice is given to the market before making any changes to the
index constituents. The complete list of eligible securities is
compiled based on the market capitalisation criteria. After that,
the liquidity (impact cost) and free float filter are applied to them,
respectively, short listed companies form the replacement pool.
The top stocks, in terms of size (market capitalisation), are then
identified for inclusion in the index from the replacement pool.
C. Deletions: Stocks may be deleted due to mergers, acquisitions
or spin offs. Otherwise, as noted above, every quarter a new
eligible stock list is drawn up to review against the current
constituents. If this new list warrants changes in the existing
constituent list, then the smallest existing constituents are
dropped in favour of the new additions.
S&P CNX Nifty Junior: CNX Nifty Junior consists of the most
liquid stocks, but which are excluded from the Nifty 50. Nifty 50 and
CNX Nifty Junior shows different stocks. CNX Nifty Junior was
introduced in January 1997. The base period selected for CNX Nifty
is November 1996 and the value of the index has been set as 1000.
S&P CNX 100: CNX 100 is a diversified 100 stock index
accounting for 35 sectors of the economy. This index is a
combination of Nifty 50 and CNX Nifty Junior. The CNX 100 has a
base of January 2003 and a base value of 1000.
S&P CNX 500 Equity Index: The S&P CNX 500 is India’s first
broad-based benchmark of the Indian Capital Market used for
comparing portfolio returns vis-à-vis market returns of companies
share and stocks. Stocks are selected based on their market
capitalisation, industry representation, trading interest and financial
performance. The S&P CNX 500 Equity Index currently has 79
industry groups accounting for over 73 percent of total market
capitalisation and over 98 percent of total turnover making it an
ideal market benchmark. The CNX 100 index is based on the
calendar year 1994 with a base value of 1000.
S&P Nifty Midcap 50: The primary objective of the Nifty Midcap 50
Index is to track the movement of the midcap segment of the
129
market. The significance of Nifty Midcap 50 Index has of late
increased mainly due to the increased attraction of investors for the
medium capitalized segment of the stock market. The Nifty Midcap
50 Index has a base date of January 1, 2004 and a base value of
1000.
S&P CNX Midcap: The CNX MidCap 200 Index comprises 200
companies. The distribution of industries in the index represents
the industry distribution in the Midcap Universe. The Index
represents 71 percent of the total midcap market capitalisation and
72 percent of its trading value making it an optimal index for
measuring the stock market performance of the Midcap segment.
The CNX midcap index with a base date of January 2003 was
introduced as a benchmark of the midcap segment of the market.
S&P CNX Defty: S&P CNX Defty is Nifty 50, measured in dollars.
This index is very useful for overseas investors having an equity
exposure in India. It helps them to calculate their real return on
investment in dollar terms. The S&P CNX Defty Index has a base
date of November 3, 1995 and a base value of 1000.
Sectoral Indices of NSE: NSE also calculates various sectoral
indices. These indices cover 90 percent of the sectoral market
capitalisation. Most of the sectoral indices are market capitalisation
weighted index and the base value of all sectoral indices is 1000.
Some of the sectoral indices of NSE are given below:
CNX MNC Index: CNX Multination Companies Index comprises 50
listed companies in which the foreign shareholding is over 50
percent or the management control is vested in the foreign
company. The base period of the index is December 1994 and its
base value is 1000.
CNX PSE Index: With a view to provide regulators, investors and
market intermediaries with an appropriate benchmark that truly
captures the performance of the stocks of Public Sector
Enterprises, an index was introduced called CNX PSE Index. CNX
PSE Index includes only those companies with 51 percent of their
outstanding share capital held by the Central and State
Governments directly or indirectly. The index comprises stocks of
20 Public Sector Enterprises. Market capitalisation weighted
aggregate method is used for the calculation of the index. The base
period is the month of December 1994 and its base value is 1000.
CNX IT Index: CNX IT Index reveals the real performance of the IT
segment in the capital market. It is a benchmark for the investors
and market intermediaries to know the performance of IT stocks.
Companies in this index have more than 50 percent of their
130
turnover from IT related activities like software development,
hardware manufacturing, vending, support services and
maintenance. This index is market capitalisation weighted index
with its base period during December 1995.
CNX FMCG Index: CNX FMCG Index developed for fast moving
consumer goods and products, which are non-durable, mass
consumption products which are available off the shelf. CNX FMCG
Index comprises of 15 stocks from the FMCG sector that are traded
on the NSE. The base period is the month of December 1995, with
a base value of 1000.
CNX Service Sector Index: CNX Service Sector Index was
introduced with the objective of highlighting the performance of the
companies belonging to the service sector. CNX Service Sector
Index is a 30 stocks index and includes those companies belonging
to the service sectors like computers, banks, telecommunication
services, power, media courier, shipping etc. The base period is the
month of May 1999, and its base value is 1000.
CNX Bank Nifty: In order to have a good benchmark for the Indian
banking sector, Bank Nifty was developed. CNX Bank Nifty
comprises the most liquid and large capitalised Indian banking
stocks. It provides investors and market intermediaries with a
benchmark which captures the capital market performance of
Indian banks. This index is composed of 12 stocks from the
banking sector, which are traded on the NSE. The index is a market
capitalisation weighted index with based date of January 1, 2000
indexed to a base value of 1000.
S&P CNX Industry Indices: S&P CNX 500 equity index is
desegregated in 72 industry sectors. S&P CNX Industry Index is
developed very carefully to include stocks of industries in the entire
universe of securities. The changes to the weightage of various
sectors in the S&P CNX 500 would dynamically reflect the changes
in the universe of securities.
CNX Energy Index: CNX Energy Index was developed to capture
the performance of the companies in the energy sector. Energy
sector include those companies belonging to petroleum, gas and
power sectors. The index is a market capitalisation weighted index
with base date of January 1, 2001 indexed to a base value of 1000.
CNX Pharma Index: CNX Pharma Index was developed to capture
the performance of the companies in the pharma sector. The index
is a market capitalisation weighted index with base date of January
1, 2001 indexed to a base value of 1000.
131
CNX Infrastructure Index: CNX Infrastructure Index has
developed to capture the performance of the companies in the
infrastructure sector. CNX Infrastructure Index comprises 25 stocks
of various infrastructure companies namely Telecom, Power, Port,
Air, Roads, Railways, Shipping and other Utility Service providers.
The index is a market capitalisation weighted index with base date
of January 1, 2004 and indexed to a base value of 1000.
CNX PSU BANK Index: CNX PSU Bank Index was developed to
indicate the performance of the Indian banking industry especially
public sector banks. This index is Free Float methodology based
weighted index with base date on January 2004.
CNX Reality Index: CNX Reality Index is to indicate the
performance of the stocks of Indian Realities company’s viz.
companies engaged in development of buildings, building
townships and developing land. The index is a Free Float
methodology based weighted index with base date of January 1,
2004, indexed to a base value of 1000.
QUESTIONS
1. Explain BSE Index.
2. Explain Nifty 50.
3. What are the different types of indices?
4. What is Dollex series of BSE indices?
5. Define stock index. What are the purposes of stock index?
6. Explain the different methodologies adopted for calculation of
index.
7. Explain the significance of stock index.
8. Discuss the criteria for the selection of shares in Nifty 50.
9. How are stock market indices constructed?

132

8
INTRODUCTION OF MONEY MARKET
Unit Structure
8.1 Meaning of money market
8.2 Features of money market
8.3 Money Markets instruments
8.4 Institutions of money market
8.5 Functions of money markets.
8.1 MEANING OF MONEY MARKET
The money market is a market for short-term funds, which
deals in financial assets whose period of maturity is up to one year.
It should be noted that money market does not deal in cash or
money as such but simply provides a market for credit instruments
such as bills of exchange, promissory notes, commercial paper,
treasury bills, etc. These financial instruments are close substitute
of money. These instruments help the business units, other
organisations and the Government to borrow the funds to meet
their short-term requirement. Money market does not imply to any
specific market place. Rather it refers to the whole networks of
financial institutions dealing in short-term funds, which provides an
outlet to lenders and a source of supply for such funds to
borrowers. Most of the money market transactions are taken place
on telephone, fax or Internet. The Indian money market consists of
Reserve Bank of India, Commercial banks, Co-operative banks,
and other specialized financial institutions. The Reserve Bank of
India is the leader of the money market in India. Some Non-
Banking Financial Companies (NBFCs) and financial institutions
like LIC, GIC, UTI, etc. also operate in the Indian money market.
133
8.2 FEATURES OF THE MONEY MARKET
The following are the main features of a money market:-
1. It is a market only for short-term funds.
2. It deals with financial assets having a maturity period up to one
year only.
3. It deals with only those assets which can be converted into cash
readily without loss and with minimum transaction cost.
4. Transactions have to be conducted without the help of brokers.
5. It comprises of several sub-markets, each specializing in
particular type of financing e.g., call money market, acceptance
market, bill market etc.
6. The components of a money market are the central bank,
commercial banks, non-banking financial companies, discount
houses and acceptance houses. Commercial banks are playing
a dominant role in this market.
8.3 MONEY MARKET INSTRUMENTS
Following are some of the important money market instruments or
securities.
(a) Call Money: Call money is mainly used by the banks to meet
their temporary requirement of cash. They borrow and lend money
from each other normally on a daily basis. It is repayable on
demand and its maturity period varies in between one day to a
fortnight. The rate of interest paid on call money loan is known as
call rate.
(b) Treasury Bill: A treasury bill is a promissory note issued by the
RBI to meet the short-term requirement of funds. Treasury bills are
highly liquid instruments that mean, at any time the holder of
treasury bills can transfer of or get it discounted from RBI. These
bills are normally issued at a price less than their face value; and
redeemed at face value. So the difference between the issue price
and the face value of the treasury bill represents the interest on the
investment. These bills are secured instruments and are issued for
a period of not exceeding 364 days. Banks, Financial institutions
and corporations normally play major role in the Treasury bill
market
134
(c) Commercial Paper: Commercial paper (CP) is a popular
instrument for financing working capital requirements of companies.
The CP is an unsecured instrument issued in the form of
promissory note. This instrument was introduced in 1990 to enable
the corporate borrowers to raise short-term funds. It can be issued
for period ranging from 15 days to one year. Commercial papers
are transferable by endorsement and delivery. The highly reputed
companies (Blue Chip companies) are the major player of
commercial paper market.
(d) Certificate of Deposit: Certificates Of Deposit (CDs) are shortterm
instruments issued by Commercial Banks and Special
Financial Institutions (SFIs), which are freely transferable from one
party to another. The maturity period of CDs ranges from 91 days
to one year. These can be issued to individuals, co-operatives and
companies.
e) Trade Bill: Normally the traders buy goods from the wholesalers
or manufactures on credit. The sellers get payment after the end of
the credit period. But if any seller does not want to wait or in
immediate need of money he/she can draw a bill of exchange in
favour of the buyer. When buyer accepts the bill it becomes a
negotiable instrument and is termed as bill of exchange or trade bill.
This trade bill can now be discounted with a bank before its
maturity. On maturity the bank gets the payment from the drawee
i.e., the buyer of goods. When trade bills are accepted by
Commercial Banks it is known as Commercial Bills. So trade bill is
an instrument, which enables the drawer of the bill to get funds for
short period to meet the working capital needs.
Institutions of the Money Market:
The various financial institutions which deal in short term
loans in the money market are its members. They comprise the
following types of institutions:
1. Central Bank:
The central bank of the country is the pivot around which the
entire money market revolves. It acts as the guardian of the money
market and increases or decreases the supply of money and credit
in the interest of stability of the economy. It does not itself enter into
direct transactions. But controls the money market through
variations in the bank rate and open market operations.
135
2. Commercial Banks:
Commercial banks also deal in short-term loans which they
lend to business and trade. They discount bills of exchange and
treasury bills, and lend against promissory notes and through
advances and overdrafts.
3. Non-bank Financial Intermediaries:
Besides the commercial banks, there are non-bank financial
intermediaries which lend short-term funds to borrowers in the
money market. Such financial intermediaries are savings banks,
investment houses, insurance companies, provident funds, and
other financial corporations.
4. Discount Houses and Bill Brokers:
In developed money markets, private companies operate
discount houses. The primary function of discount houses is to
discount bills on behalf of other. They, in turn, form the commercial
banks and acceptance houses. Along-with discount houses, there
are bill brokers in the money market who act as intermediaries
between borrowers and lenders by discounting bills of exchange at
a nominal commission. In underdeveloped money markets, only bill
brokers operate.
5. Acceptance Houses:
The institution of acceptance houses developed from the
bankers who transferred their headquarters to the London Money
Market in the 19th and the early 20 the century. They act as agents
between exporters and importers and between lender and borrower
traders. They accept bills drawn on merchants whose financial
standing is not known in order to make the bills negotiable in the
London Money Market. By accepting a trade bill they guarantee the
payment of bill at maturity. However, their importance has declined
because the commercial banks have undertaken the acceptance
business.
Functions of a Money Market:
A money market performs a number of functions in an economy.
1. Provides Funds: It provides short-term funds to the public and
private institutions needing such financing for their working capital
requirements. It is done by discounting trade bills through
commercial banks, discount houses, brokers and acceptance
houses. Thus the money market helps the development of
commerce, industry and trade within and outside the country.
136
2. Use of Surplus Funds: It provides an opportunity to banks and
other institutions to use their surplus funds profitably for a short
period. These institutions include not only commercial banks and
other financial institutions but also large non-financial business
corporations, states and local governments.
3. No Need to Borrow from Banks: The existence of a developed
money market removes the necessity of borrowing by the
commercial banks from the central bank. If the former find their
reserves short of cash requirements they can call in some of their
loans from the money market. The commercial banks prefer to
recall their loans rather than borrow from the central banks at a
higher rate of interests.
4. Helps Government: The money market helps the government in
borrowing short-term funds at low interest rates on the basis of
treasury bills. On the other hand, if the government were to issue
paper money or borrow from the central bank. It would lead to
inflationary pressures in the economy.
5. Helps in Monetary Policy: A well developed money market
helps in the successful implementation of the monetary policies of
the central bank. It is through the money market that the central
banks are in a position to control the banking .system and thereby
influence commerce and industry.
6. Helps in Financial Mobility: By facilitating the transfer for funds
from one sector to another, the money market helps in financial
mobility. Mobility in the flow of funds is essential for the
development of commerce and industry in an economy.
7. Promotes Liquidity and Safety: One of the important functions
of the money market is that it promotes liquidity and safety of
financial assets. It thus encourages savings and investments.
8. Equilibrium between Demand and Supply of Funds: The
money market brings equilibrium between the demand and supply
of loan able funds. This it does by allocating saving into investment
channels. In this way, it also helps in rational allocation of
resources.
9. Economy in Use of Cash: As the money market deals in nearmoney
assets and not money proper, it helps in economizing the
use of cash. It thus provides a convenient and safe way of
transferring funds from one place to another, thereby immensely
helping commerce and industry.
137
QUESTIONS
A) Fill in the blanks.
1. The ___________of the country is the pivot around which the
entire money market revolves.
2. The primary function of ___________ is to discount bills on
behalf of other.
3. ___________ is a popular instrument for financing working
capital requirements of companies.
4. ___________ is mainly used by the banks to meet their
temporary requirement of cash.
B) Answer in one or two lines.
1. Acceptance Houses.
2. Trade bills
3. Money Market
C). Long Answers.
Q1. Give meaning of money market and explain its instruments in
detail?
Q2. Explain features of money market.
Q3. Elaborate functions of money market in detail?
[Link] are the institutions involved in money market, explain in
detail?

138

9
CALL MONEY MARKET
Unit Structure
9.1 Introduction to Call Money Market
9.2 Features of Indian call money market
9.3 Operations in Call Market
9.4 Participants of Indian call money market
9.5 Advantages of call money
9.6 Drawbacks of call money
9.7 Conclusion
9.1 INTRODUCTION TO CALL MONEY MARKET
Call money market means the market for extremely short
period loans; say one day to fourteen days. These loans are
repayable on demand at the option of either the lender or the
borrower. When the money is lent for one day in this market it is
known as “Call Money”, and if it exceeds one day (but less than 15
days) it is referred to as “Notice Money”. Term Money refers to
Money lent for 15 days or more in the Inter Bank Market. These
loans are given to brokers and dealers in stock exchange. Similarly,
banks with ‘surplus’ lend to other banks with ‘deficit funds’ in
the call money market. Thus, it provides an equilibrating
mechanism for short term surpluses and deficits. Moreover,
commercial banks can quickly borrow from the call market to meet
their statutory liquidity requirements. They can also maximize their
profits easily by investing their surplus funds in the call market
during the period when call rates are high and volatile.
The call money market is a highly competitive and sensitive
market. It registers very quickly the pressures of demand and
supply for funds operating in the money market. Thus it acts as
possibly the best available indicator of the liquidity position of the
organized money market.
139
9.2 FEATURES OF INDIAN CALL MONEY MARKET
a) Nature of loan: In call money market, very short-term loan is
arranged.
b) Time of repayment of loan: Generally the loan is to be repaid
within 15days. So time of repayment of loan is very short.
c) Safety: Loan of call money market is repayable on demand. This
kind of loan is considered as very safe by the bank. Discount
houses are also participants of call money market and they can
repay the loan on request.
d) Conversion into liquid cash: The loan is repayable on demand
and at the option of either the lender or the borrower. So such loan
can be easily and quickly converted into liquid cash. In fact, such
loan is known as “Money at call and short notice.”
e) Object: The primary object of call money market is to meet up
temporary cash deficiency of internal banks.
f) Nature of transactions: Daily surplus funds are transacted in
this market. As a result, supply of short term fund in money market
increases.
g) Investment: Call money market makes short term investment in
share market, government securities, Treasury bill and other short
term securities.
9.3 OPERATIONS IN CALL MARKET
Borrowers and lenders in a call market contact each other
over telephone. Hence, it is basically over-the-telephone market.
After negotiations over the phone, the borrowers and lenders arrive
at a deal specifying the amount of loan and the rate of interest.
After the deal is over, the lender issues FBL cheque in favor of the
borrower. The borrower is turn issues call money borrowing receipt.
When the loan is repaid with interest, the lender returns the lender
the duly discharges receipt.
Instead of negotiating the deal directly, it can be routed
through the Discount and Finance House of India (DFHI), the
borrowers and lenders inform the DFHI about their fund
requirement and availability at a specified rate of interest. Once the
deal is confirmed, the Deal settlement advice is lender and receives
RBI cheque for the money borrowed. The reverse is taking place in
the case of landings by the DFHI. The duly discharged call deposit
140
receipt is surrendered at the time of settlement. Call loans can be
renewed on the back of the deposit receipt by the borrower.
Discount and Finance House of India (DFHI): The Working
Group of Money Market, in its Report submitted in 1987,
recommended, among other things, that a Finance House should
be set up to deal in short-term money market instruments. As a
follow-up on the recommendations of the Working Group, the
Reserve Bank in India, in collaboration with the public sector banks
and financial institutions, set up the Discount and Finance House of
India Limited (DFHI) in April 1988. DFHI is the apex body in the
Indian money market and its establishment is a major step towards
developing a secondary market for money instruments. DFHI,
which commenced its operations from April 25, 1988, deals in
short-term money market instruments. As a matter of policy, the
aim of the DFHI is to increase the volume of turnover rather than to
become the repository of money market instruments. The initial
paid up capital of DFHI is Rs.150 crores. Apart from this, it has
lines of refinance from RBI and a line of credit from the consortium
of public sector banks. As the apex agency in the Indian money
market, the DFHI has been playing an important role ever since its
inception. It has been promoting the active participation of the
scheduled commercial banks and their subsidiaries, state and
urban cooperative banks and all-Indian financial institutions in the
money market. The objective is to ensure that short-term surplus
and deficits of these institutions are equilibrated at market-related
rates through inter-bank transactions and various money market
instruments.
The main objective of DFHI is to facilitate the smoothening of
the short term liquidity imbalances by developing an active money
market and integrating the various segments of the money market.
At preset DFHI’s activities are restricted to:
1. Dealing in 91 days and 364 days Treasury Bills.
2. Re-discounting short term commercial bills.
3. Participating in the inert bank call money, notice money and
term deposits.
4. Dealing in Commercial Paper and Certificate of deposits.
5. Government dated Securities.
Call loan market transactions
In India, call loans are given for the following purposes:
1. To commercial banks to meet large payments, large remittances
to maintain liquidity with the RBI and so on.
2. To the stock brokers and speculators to deal in stock exchanges
and bullion markets.
141
3. To the bill market for meeting matures bills.
4. To the Discount and Finance House of India and the Securities
Trading Corporation of India to activate the call market.
5. To individuals of very high status for trade purposes to save
interest on O.D or cash credit.
9.4 PARTICIPANTS OF INDIAN CALL MONEY
MARKET
The participants in this market can be classified into categories viz.
1. Those permitted to act as both lenders and borrowers of call
loans.
2. Those permitted to act only as lenders in the market.
The first category includes all commercial banks. Cooperative
banks, DFHI and STCI. In the second category LIC, UTI,
GIC, IDBI, NABARD, specified mutual funds etc., are included.
They can only lend and they cannot borrow in the call market.
9.5 ADVANTAGES OF CALL MONEY
In India, commercial banks play a dominant role in the call
loan market. They used to borrow and lend among themselves and
such loans are called inter-bank loans. They are very popular in
India. So many advantages are available to commercial banks.
They are as follows:
 High Liquidity: Money lent in a call market can be called back
at any time when needed. So, it is highly liquid. It enables
commercial banks to meet large sudden payments and
remittances by making a call on the market.
 High Profitability: Banks can earn high profits by lending their
surplus funds to the call market when call rates are high volatile.
It offers a profitable parking place for employing the surplus
funds of banks temporarily.
 Maintenance of SLR: Call market enables commercial bank to
minimum their statutory reserve requirements. Generally banks
borrow on a large scale every reporting Friday to meet their SLR
requirements. In absence of call market, banks have to maintain
idle cash to meet their reserve requirements. It will tell upon
their profitability.
 Safe and Cheap: Though call loans are not secured, they are
safe since the participants have a strong financial standing. It is
142
cheap in the sense brokers have been prohibited from operating
in the call market. Hence, banks need not pay brokers on call
money transitions.
 Assistance To Central Bank Operations: Call money market
is the most sensitive part of any financial system. Changes in
demand and supply of funds are quickly reflected in call money
rates and give an indication to the central bank to adopt an
appropriate monetary policy. Moreover, the existence of an
efficient call market helps the central bank to carry out its open
market operations effectively and successfully.
9.6 DRAWBACKS OF CALL MONEY
The call market in India suffers from the following drawbacks:
 Uneven Development: The call market in India is confined to
only big industrial and commercial centers like Mumbai, Kolkata,
Chennai, Delhi, Bangalore and Ahmadabad. Generally call
markets are associated with stock exchanges. Hence the
market is not evenly development.
 Lack of Integration: The call markets in different centers are
not fully integrated. Besides, a large number of local call
markets exist without an\y integration.
 Volatility in Call Money Rates: Another drawback is the
volatile nature of the call money rates. Call rates vary to greater
extant indifferent centers indifferent seasons on different days
within a fortnight. The rates vary between 12% and 85%. One
cannot believe 85% being charged on call loans.
9.7 CONCLUSION
The call money market as a significant component of the money
market possesses a few special characteristics:-
1. Call money is an instrument for ultra-short period management
of funds and is easily reversible.
2. It is primarily a “telephone” market and is therefore,
administratively convenient to manage for both borrowers and
lender.
3. Being an instrument of liability management, it provides
incremental funds and adds to the size of balance sheet of
banks.
143
9.8 QUESTIONS
Fill in the blanks
1) _____________ refers to Money lent for 15 days or more in the
Inter Bank Market.
2) ______________ is also participants of call money market and
they can repay the loan on request.
3) ________________ is the apex body in the Indian money market
and its establishment is a major step towards developing a
secondary market for money instruments.
4) The initial paid up capital of DFHI is Rs.____________.
Match the following.
Participants of Indian call money
market
an instrument for ultra-short
period management of funds
Call money Banks can earn high profits by
lending their surplus funds to the
call market
Time of repayment of loan Is a drawback
Volatility in Call Money Rates UTI, GIC, IDBI, NABARD
High Profitability within 15days
Long Answers:-
Q1. Define call money? Explain the Features of Indian call money
market.
Q2. Give a brief note on Operations in Call Market?
Q3. Give Participants of Indian call money market.
Q4. Explain Advantages of call money in detail.
[Link] drawbacks of call money.


10
TREASURY BILLS MARKET
Unit Structure
11.1 Introduction of treasury bills market.
11.2 Types of Treasury bills.
11.3 Benefits of Investment in Treasury Bills
11.4 Process of Treasury bill market
11.5 Treasury bill in Primary Market
11.6 Treasury bill in Secondary Market
11.7 How to Purchase Treasury Bills
11.8 Discount and Finance House of India (DFHI)
11.9 Role of Discount and Financial House of India in the Indian
money market
11.1 INTRODUCTION OF TREASURY BILLS MARKET
Treasury bill is a monetary policy instrument through which
government raise funds for short period requirements and
commercial banks invest their short period surpluses by buying
these bills from government.
Three types of treasury bills are important:
1. 91 days Treasury bill;
2. 182 days Treasury bill; and
3. 364 days Treasury bills.
It may be noted that 91 day Treasury bill is a traditional
instrument. During 1980’s and 1990’s the other two treasury bills
were introduced. 182 days Treasury bill was introduced by auction
for financing fiscal-deficit for the short period. Introduction of 364
day Treasury bills discontinued the use of 182 day Treasury bill.
11.2 TYPES OF TREASURY BILLS
Treasury bills are of two types:
 ad hoc and
 Regular.
The ad hoc treasury bills were used to support the borrowing
program of the government. The ad hoc treasury bills are not
151
marketable because they are not sold o the public or banks. In the
past, the bulk of the Treasury bill issue was of ad hoc 91 day bills.
The treasury bills sold to the public or banks are regular treasury
bills. These are marketable.
All treasury bills are bought and sold at a discounted value.
The amount of interest due on the bills is paid in the form of
discount at the time of purchase. The discounted price is obviously
lower than the face value.
In industrially developed countries, treasury bills are one of
the important forms of holding short-term surplus funds by the
financial institutions and firms because they are highly liquid and
offer a risk-free reasonable rate of return. The government raises a
large amount of funds through treasury bills. But in India, the RBI is
the main holder of treasury bills. The financial institutions and firms
are not active buyers in the Treasury bill market because of the low
rate of discount on treasury bills. The RBI was made a captive
buyer of ad hoc treasury bills. This has been responsible for the
conversion of government debt into Reserve Money. As a result,
money supply was growing more rapidly than the growth in money
demand. The system of ad hoc treasury bills was discontinued from
the year 1997-98.
11.3 BENEFITS OF INVESTMENT IN TREASURY
BILLS
 No tax deducted at source
 Zero default risk being sovereign paper
 Highly liquid money market instrument
 Better returns especially in the short term
 Transparency
 Simplified settlement
 High degree of tradability and active secondary market
facilitates meeting unplanned fund requirements.
11.4 PROCESS OF TREASURY BILL MARKET
FORM: - The treasury bills are issued in the form of promissory
note in physical form or by credit to Subsidiary General Ledger
(SGL) account or Gilt account in dematerialized form.
 MINIMUM AMOUNT OF BIDS: - Bids for treasury bills are to be
made for a minimum amount of Rs 25000/- only and in
multiples thereof.
 ELIGIBILITY: - All entities registered in India like banks,
financial institutions, Primary Dealers, firms, companies,
152
corporate bodies, partnership firms, institutions, mutual funds,
Foreign Institutional Investors, State Governments, Provident
Funds, trusts, research organizations, Nepal Rashtra bank and
even individuals are eligible to bid and purchase Treasury bills.
 REPAYMENT: - The treasury bills are repaid at par on the
expiry of their tenure at the office of the Reserve Bank of India,
Mumbai.
11.4.1 Treasury bill in Primary Market
 In the primary market, treasury bills are issued by auction
technique.
Salient Features of the Auction Technique
 The auction of treasury bills is done only at Reserve Bank of
India, Mumbai.
 Bids are received at Mumbai office during banking hours i.e. up
to 2 pm on the date of auction.
 The bids are received in terms of price per Rs 100. For
example, a bid for 91 day Treasury bill auction could be for Rs
97.50. Further, bids cannot be submitted with prices for more
than two decimals.
 The auction committee of Reserve Bank of India decides the
cut-off price and the results are announced on the same day.
 Bids above the cut-off price receive full allotment; bids at cut-off
price may receive full or partial allotment and bids below the cutoff
price are rejected.
Types of Auctions
There are two types of auction for treasury bills:
 Multiple Price Based or French Auction: Under this method,
all bids equal to or above the cut-off price are accepted.
However, the bidder has to obtain the treasury bills at the price
quoted by him. This method is followed in the case of 364days
treasury bills and is valid only for competitive bidders.
 Uniform Price Based or Dutch auction: Under this system, all
the bids equal to or above the cut-off price are accepted at the
cut- off level. However, unlike the Multiple Price based method,
the bidder obtains the treasury bills at the cut-off price and not
the price quoted by him. This method is applicable in the case of
91 days treasury bills only.
153
Classification of Bids
The bids submitted can be classified as competitive and non
competitive bids.
Competitive Bids
Competitive bids can be submitted by any person or
institutions like, banks, financial institutions, Primary Dealers, firms,
companies, corporate bodies, institutions and trusts in India.
Non Competitive Bids
There is a provision to accept non- competitive bids in
respect of all treasury bills auctions. State Governments, Provident
Funds and Nepal Rashtra bank are allowed to submit noncompetitive
bids in the case of 91 days treasury bills. In the case of
364 days treasury bills however, only State Governments can
participate as non-competitive bidders. The Reserve Bank of India
participates as a non-competitive bidder in the auction. The
unsubscribed portion of the competitive bids also devolves on the
Reserve Bank of India. In the case of non-competitive bids, only the
amount is indicated. They do not indicate any price. All the noncompetitive
bids are accepted at the weighted average price of the
competitive bids.
To summarize,
The Reserve Bank of India conducts the auction of treasury
bills of varying maturities as per the notified amount on pre
announced auction dates.
 The auction for the notified amount is conducted on a
competitive bid basis, which is submitted on a price basis.
 Non-competitive bids are also submitted and accepted, but the
allotment is outside the notified amount and based only on
quantity and not price.
 For consideration of competitive bidding, the bidding starts with
the bid with lowest yield or highest price being awarded
Treasury bills at their bid price.
 Successively higher yielding bids are accepted and are awarded
Treasury bills at their bid price until the total amount accepted
equals the notified amount.
 The highest yield accepted by the Reserve Bank of India is
referred to the cut-off yield and the corresponding price is called
the cut-off price.
154
11.6 TREASURY BILL IN SECONDARY MARKET
Participants
 The major participants in the secondary market are scheduled
banks, financial Institutions, Primary dealers, mutual funds,
insurance companies and corporate treasuries. Other entities
like cooperative and regional rural banks, educational and
religious trusts etc. have also begun investing their short term
funds in treasury bills.
Advantages
 Market related yields
 Ideal matching for funds management particularly for short term
tenors of less than 15 days.
 Transparency in operations as the transactions would be put
through Reserve Bank of India’s SGL or Client’s Gilt account
only
 Two way quotes offered by primary dealers for purchase and
sale of treasury bills.
 Certainty in terms of availability, entry & exit
11.7 HOW TO PURCHASE TREASURY BILLS
Treasury bills can be purchased either from the primary
market or the secondary market.
Primary Market
A bid will have to be made in the weekly auctions of
Treasury bills as given earlier. The bid will have to be submitted to
RBI, Mumbai. The bid can be submitted to RBI, Mumbai, or through
the bank/Primary Dealer with whom he has a Constituent SGL
account.
Secondary Market
A treasury bill can be purchased at any point of time from the
secondary market, commensurate with the short term period for
which funds are available.
11.8 DISCOUNT AND FINANCE HOUSE OF INDIA
(DFHI)
The Working Group of Money Market, in its Report submitted
in 1987, recommended, among other things, that a Finance House
should be set up to deal in short-term money market instruments.
As a follow-up on the recommendations of the Working Group, the
Reserve Bank in India, in collaboration with the public sector banks
and financial institutions, set up the Discount and Finance House of
India Limited (DFHI) in.
155
April 1988. DFHI is the apex body in the Indian money
market and its establishment is a major step towards developing a
secondary market for money instruments. DFHI, which commenced
its operations from April 25, 1988, deals in short-term money
market instruments.
As a matter of policy, the aim of the DFHI is to increase the
volume of turnover rather than to become the repository of money
market instruments. The initial paid up capital of DFHI is Rs. 150
crores.
Apart from this, it has lines of refinance from RBI and a line
of credit from the consortium of public sector banks.
As the apex agency in the Indian money market, the DFHI
has been playing an important role ever since its inception. It has
been promoting the active participation of the scheduled
commercial banks and their subsidiaries, state and urban
cooperative banks and all-Indian financial institutions in the money
market.
The objective is to ensure that short-term surplus and
deficits of these institutions are equilibrated at market-related rates
through inter-bank transactions and various money market
instruments.
In 1990-91 the DFHI opened its branches at Delhi, Calcutta,
Madras, Ahmadabad and Bangalore in order to decentralize its
operations and provide money market facilities at the major money
market centers in the country.
Discount and Finance House of India Ltd. (DFHI), a unique
institution of its kind, was set up in April 1988. The share capital of
DFHI is Rs 200 cores, which has been subscribed by Reserve
Bank of India (10.5%), Public sector banks (62%) and Financial
Institutions (26.6%). The discount has been established to deal in
money market instruments in order to provide liquidity in the money
market. Thus the task assigned to DFHI is to develop a secondary
market in the existing money market instruments.
The establishment of a discount House was recommended
by a Working Group on Money market. The main objective of DFHI
is to facilitate the smoothening of the short term liquidity imbalances
by developing an active money market and integrating the various
segments of the money market. At preset DFHI’s activities are
restricted to:
1. Dealing in 91 days and 364 days treasury bill
2. Re-discounting short term commercial bills.
3. Participating in the interbank call money, notice money and
term deposits.
4. Dealing in commercial paper and certificates.
5. Government dated securities.
156
Treasury bills are issued by Reserve bank of India on behalf
of the Government of India. Such bills are sold at fortnightly
auctions. The Discount House regularly participates in such
auctions. Moreover, it provides a ready market to other
institutions/individuals to buy or sell the Treasury Bills. It purchases
the same either as outright purchase or on repos basis. Repos
mean the right to re-purchase the same bills again. For this
purpose the DFHI quotes two way prices with fine spread. Such
operations in Treasury Bills impart greater flexibility to banks in their
funds management. Moreover, with the creation of a secondary
market for treasury Bills, corporate bodies and other institutions
could also invest their short term surplus funds in such bills.
Rediscounting of commercial bill: -
The Discount House aims at imparting liquidity to
Commercial bills which have already been discounted by banks
and financial institutions. It further re-discounts them and also
enables banks and other institutions to re-discount from it such
bills. For this purpose DFHI announces its bid and offers rediscount
rates on a fortnightly basis.
11.9 ROLE OF DISCOUNT AND FINANCIAL HOUSE
OF INDIA IN THE INDIAN MONEY MARKET
Discount House plays a very important role in money
market. The money market can function well if there is adequate
supply of money. Discount house helps the money market to
function smoothly by providing the following services.
(a) External source of money supply: The central bank or the
discount houses provide finance to the commercial banks and other
financial institutes operating in the money supply in various forms.
(b) Helps in smooth function of the money market: Discount
house helps in smooth functioning of the money market by
removing the irregularities in the process of handover of money
among the intermediaries. The Discount houses are experienced
and experts in such job.
(c) Providing short-term loan: They provide loan for very short
period, in other, in other words any business houses or government
can take loan from discount house for urgent requirements. Such is
paid at once i.e., on demand.
(d) Money supply to government or private enterprise: They not
only provide loan to private enterprise but also supply money to
state governments it needed by taking deposit of bills of exchange,
treasury bills and other valid documents.
157
(e) Discounting and Re-discounting of bills: The RBI and the
Discount house discount bills and it re-discount the bills which have
already been discounted by the commercial banks and other
financial intermediaries.
(f) Monetary Stability: Discount house provides monetary stability
in the money market. Shortage of liquid fund affects the stability of
money market severely. Whenever there is shortage of fund,
discount house provide fund and brings liquidity in the money
market.
(g) Indispensable: Money is required for any activity; since
discount house provide money, they are indispensable for the
development of the economy.
(h) Development of Financial market: The Discount houses work
in both primary and secondary markets, as a result financial market
is developed.
QUESTIONS
Fill in the blanks.
1. Discount houses work in both ___________ and secondary
markets.
2. The discount houses provide finance to the __________banks.
3. Treasury bills are issued by ____________ on behalf of the
Government of India
4. High degree of ______ and _____________secondary market
facilitates meeting unplanned fund requirements.
Write short notes on: -
1. Regular treasury bills
2. Treasury bills in secondary market
3. DFHI
Write long answers.
Q1. Give detailed meaning of Treasury bill with examples.
Q2. Explain the Role of Discount and Financial House of India in
the Indian money market.
[Link] the types of Treasury bill and benefits of treasury bills.
Q4. Explain the Treasury bills in primary market.
