Paper 6 Securities Laws & Capital Markets(Max Marks 100)
Objective Part I : To provide expert knowledge in the legislations, rules and regulations governing the entities listed on the stock exchanges. Part II : To provide the basic understanding of the working of Capital markets in India. Detailed Contents
Part I: Securities Laws (70 Marks) 1. Securities Contracts (Regulations) Act 1956 : Objectives of the SCR Act, Rules and Regulations made there under; Important Definitions; Recognized Stock Exchange, Clearing Corporation; Public issue and listing of securities; Rules relating to Public Issue and Listing of Securities under Securities Contracts (Regulation) Rules, 1957. 2. Securities and Exchange Board of India Act, 1992: Objective; Powers and functions of SEBI; Securities Appellate Tribunal; Penalties and appeals. 3. Depositories Act, 1996 : Depository System in India; Role & Functions of Depositories; Depository Participants; Admission of Securities; Dematerialization & Re-materialisation; Depository Process; Inspection and Penalties; Internal Audit and Concurrent Audit of Depository Participants. 4. An Overview of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009. 5. An Overview of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. 6. An Overview of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. 7. SEBI (Buyback of Securities) Regulations, 1998 : Conditions of buy-back; Buy back Methods: Tender Offer, Open Market (Book building and Stock Exchange); General obligations; Penalties. 8. SEBI (Delisting of Equity Shares) Regulations, 2009 : Delisting of Equity Shares; Voluntary Delisting; Exit Opportunity; Compulsory Delisting. 9. An Overview of SEBI (Share Based Employee Benefits) Regulations, 2014. 10.An Overview of SEBI (Issue of Sweat Equity) Regulations, 2002. 11.SEBI (Prohibition of Insider Trading) Regulations, 2015 : Unpublished price sensitive information (UPSI); Disclosures; Codes of fair disclosure and conduct; Penalties and Appeals. 12. Mutual Funds : Types of Mutual Funds and Schemes; Key players in Mutual Funds: Sponsor, Asset Management Company, Trustee, Unitholder, Evaluating performance of Mutual funds- Net Asset Value, Expense Ratio, Holding Period Return. 13. Collective Investment Schemes :Regulatory Framework; Restrictions on Business Activities; Submission of Information and Documents; Trustees and their Obligations. 14. SEBI (Ombudsman) Regulations, 2003 : Procedure for Redressal of Grievances; Implementation of the Award; Display of the particulars of the Ombudsman, SCORES, SEBI (Informal Guidance) Scheme, 2003. Case Laws, Case Studies & Practical Aspects
Part II: Capital Market & Intermediaries (30 Marks) 15. Structure of Capital Market I. Primary Market a. Capital Market Investment Institutions-Domestic Financial Institutions(DFI), Qualified Institutional Buyers(QIB), Foreign Portfolio Investors (FPI), Private Equity, Angel Funds, HNIs, Venture Capital, Pension Funds, Alternative Investment Funds. b. Capital Market Instruments-Equities, Preference Shares, Shares with Differential Voting Rights, Corporate Debt, NonConvertible Debentures(NCD), Partly, Fully and Optionally Convertible Debentures, Bonds, Foreign Currency Convertible Bonds(FCCB), Foreign Currency Exchangeable Bonds (FCEB) Indian Depository Receipts (IDR),Derivatives, Warrants; c. Aspects of Primary Market- book building, ASBA, Green Shoe Option. II. Secondary Market Development of Stock market in India; Stock market & its operations, Trading Mechanism, Block and Bulk deals, Grouping, Basis of Sensex, Nifty; Suspension and Penalties; Surveillance Mechanism; Risk management in Secondary market, Impact of various Policies on Stock Markets such as Credit Policy of RBI, Fed Policy, Inflation index, CPI, WPI, etc. 16. Securities Market Intermediaries : Primary Market and Secondary Market Intermediaries: Role and Functions, Merchant Bankers, Stock Brokers, Syndicate Members, Registrars and Transfer Agents, Underwriters, Bankers to an Issue, Portfolio Managers, Debenture Trustees, Investment Advisers, Research Analysts, Market Makers, Credit Rating Agencies; Internal Audit of Intermediaries by Company Secretary in Practice. Case Laws, Case Studies & Practical Aspects.