Introduction

Established in 1875, BSE Ltd. (formerly known as Bombay Stock Exchange Ltd.), is Asias first Stock Exchange and one of Indias leading exchange groups. Over the past 137 years, BSE has facilitated the growth of the Indian corporate sector by providing it an efficient capital-raising platform. Popularly known as BSE, the bourse was established as "The Native Share & Stock Brokers' Association" in 1875. BSE is a corporatized and demutualised entity, with a broad shareholder-base which includes two leading global exchanges, Deutsche Bourse and Singapore Exchange as strategic partners. BSE provides an efficient and transparent market for trading in equity, debt instruments, derivatives, mutual funds. It also has a platform for trading in equities of small-and-medium enterprises (SME). Around 5000 companies are listed on BSE making it world's No. 1 exchange in terms of listed members. The companies listed on BSE Ltd command a total market capitalization of USD Trillion 1.06 as of May 15, 2012. BSE Ltd is world's fifth most active exchange in terms of number of transactions handled through its electronic trading system. It is also one of the worlds leading exchanges (5th largest in May 2012) for Index options trading (Source: World Federation of Exchanges). BSE also provides a host of other services to capital market participants including risk management, clearing, settlement, market data services and education. It has a global reach with customers around the world and a nationwide presence. BSE systems and processes are designed to safeguard market integrity, drive the growth of the Indian capital market and stimulate innovation and competition across all market segments. BSE is the first exchange in India and second in the world to obtain an ISO 9001:2000 certification. It is also the first Exchange in the country and second in the world to receive Information Security Management System Standard BS 7799-2-2002 certification for its On-Line trading System (BOLT). It operates one of the most respected capital market educational institutes in the country (the BSE Institute Ltd.). BSE also provides depository services through its Central Depository Services Ltd. (CDSL) arm. BSEs popular equity index - the SENSEX - is India's most widely tracked stock market benchmark index. It is traded internationally on the EUREX as well as leading exchanges of the BRCS nations (Brazil, Russia, China and South Africa). VThe journey of BSE Ltd. is as eventful and interesting as the history of India's securities market. In fact, as India's biggest bourse in terms of listed companies and market capitalisation, almost every leading corporate in India has sourced BSE Ltd. services in raising capital and is listed with BSE Ltd. Even in terms of an orderly growth, much before the actual legislations were enacted, BSE Ltd. had formulated a comprehensive set of Rules and Regulations for the securities market. It had also laid down best practices which were adopted subsequently by 23 stock exchanges which were set up after India gained its independence.

30th Mar 2012 13th Mar 2012 22nd Feb 2012 15th Jan 2011 7th Jan 2011 17th Nov 2011

BSE launched trading in BRICSMART indices derivatives Launch of BSE - SME Exchange Platform Launch of BSE-GREENEX to promote investments in Green India Co-location facility at BSE - tie up with Netmagic BSE Training Institute Ltd. with IGNOU launched India's first 2 year full time MBA program specializing in Financial Market Maharashtra and United Kingdom Environment Ministers launched Concept Note for BSE Carbon Index Top 2006 To 2010

Date 27th Dec 2010

BSE Milestones Commencement of Shariah Index

10th Dec 2010 22nd Nov 2010 12th Nov 2010 11th Oct 2010 4th Oct 2010 29th Sep 2010 21st Sep 2010 23rd July 2010 12th May 2010 22nd Apr 2010 20 th Jan 2010 4th Jan 2010 18th Dec 2009 14th Dec 2009 7th Dec 2009 4th Dec 2009 25th Nov 2009 5th Oct 2009 1st Oct 2009 24th Aug 2009 7th Aug 2009 18th May 2009 1st Oct 2008 10th Jan 2008 16th May 2007 7th Mar 2007 2nd Jan 2007 2nd Nov 2006 21 st Oct 2006 7th Jul 2006

Launch of SIP Launch of SLB Commencement of Volatility Index Launch of Fastrade on Web (FoW) - Exchange hosted platform EUREX - SENSEX Futures launch Introduction of Smart Order Routing (SOR) First to introduce Mobile-based Trading Options on BOLT Dissemination of Corporate Action information via SWIFT platform New DBM framework @ Rs.10 lakhs - 90% reduction in Membership Deposit BSE PSU website launched Market time changed to 9.0 a.m. - 3.30 p.m. BSE's new derivatives rates to lower transaction costs for all Marathi website launched Launch of clearing and settlement of Corporate Bonds through Indian Clearing Corporation Ltd. BSE Launches BSE StAR MF Mutual Fund trading platform BSE launches FASTRADE - a new market access platform BSE Introduces New Transaction Fee Structure for Cash Equity Segment Bombay Stock Exchange introduces trade details facility for the Investors BSE IPO Index launched BSE - USE Form Alliance to Develop Currency & Interest Rate Derivatives Markets The SENSEX raised 2110.70 points (17.34%) and Index-wide upper circuit breaker applied Currency Derivatives Introduced SENSEX All-time high 21206.77 Appointed Date under the Scheme i.e. Date on which Corporatisaton and Demutualisation was achieved.Notified by SEBI in the Official Gazette on 29.06.2007 Singapore Exchange Limited entered into an agreement to invest in a 5% stake in BSE Launch of Unified Corporate Bond Reporting platform : Indian Corporate Debt Market (ICDM) iShares BSE SENSEX India Tracker listed at Hong Kong Stock Exchange BSE Hindi website launched BSE Gujarati website launched

7th Feb 2006

SENSEX closed above 10000 Non-Executive Chairman

Board of Directors

Mr. S. Ramadorai Public Interest Director Vice Chairman Tata Consultancy Services Ltd Public Interest Director

Mr. Sudhakar Rao

Dr. Sanjiv Misra IAS (Retd.)

Shareholder Directors

Mr. Andreas Preuss Deputy CEO Deutsche Borse AG

Mr. Keki M. Mistry Vice-Chairman & CEO HDFC Ltd.

Trading Member Directors

Mr. Uttam Bagri

Ms. Deena A. Mehta

Mr. Anil M. Shah

Designated Director BCB Brokerage Private Ltd.

Designated Director Asit C. Mehta Investment Interrmediates Ltd.

Designated Director Span Caplease Private Ltd.

Guidelines for Listing

Listing means admission of securities to dealings on a recognised stock exchange. The securities may be of any public limited company, Central or State Government, quasi governmental and other financial institutions/corporations, municipalities, etc. The objectives of listing are mainly to :

provide liquidity to securities; mobilize savings for economic development; protect interest of investors by ensuring full disclosures.

The BSE Limited has a dedicated Listing Department to grant approval for listing of securities of companies in accordance with the provisions of the Securities Contracts (Regulation) Act, 1956, Securities Contracts (Regulation) Rules, 1957, Companies Act, 1956, Guidelines issued by SEBI and Rules, Bye-laws and Regulations of BSE. BSE has set various guidelines and forms that need to be adhered to and submitted by the companies. These guidelines will help companies to expedite the fulfillment of the various formalities and disclosure requirements that are required at various stages of

Public Issues

o o o o o o
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Initial Public Offering Further Public Offering Preferential Issues Indian Depository Receipts Amalgamation Qualified Institutions Placements

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to

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Guidelines

A company intending to have its securities listed on BSE has to comply with the listing requirements prescribed by it. Some of the requirements are as under :

Minimum Listing Requirements for New Companies Minimum Requirements for Companies Delisted by BSE seeking relisting on BSE Permission to Use the Name of BSE in an Issuer Company's Prospectus Submission of Letter of Application Allotment of Securities

Trading Permission Requirement of 1% Security Payment of Listing Fees Compliance with the Listing Agreement Cash Management Services (CMS) - Collection of Listing Fees

1. Minimum

Listing

Requirements

for

New

Companies

The following eligibility criteria have been prescribed for listing of companies on BSE, through Initial Public Offerings (IPOs) & Follow-on Public Offerings (FPOs):

The minimum post-issue paid-up capital of the applicant company (hereinafter referred to as "the Company") shall be Rs. 10 crore for IPOs & Rs.3 crore for FPOs; and

The minimum issue size shall be Rs. 10 crore; and The minimum market capitalization of the Company shall be Rs. 25 crore (market capitalization shall be calculated by multiplying the post-issue paid-up number of equity shares with the issue price). Further :

In respect of the requirement of paid-up capital and market capitalization, the issuers shall be required to include in the disclaimer clause forming a part of the offer document that in the event of the market capitalization (product of issue price and the post issue number of shares) requirement of BSE not being met, the securities of the issuer would not be listed on BSE.

The applicant, promoters and/or group companies, shall not be in default in compliance of the listing agreement. The above eligibility criteria would be in addition to the conditions prescribed under SEBI (Issue of Capital & Disclosure Requirements) Regulations, 2009.

The Issuer shall comply to the guidance/ regulations applicable to listing as bidding inter alia from

o o o o o

Securities Contracts (Regulations) Act 1956 Securities Contracts (Regulation) Rules 1957 Securities and Exchange Board of India Act 1992 And any other circular, clarifications, guidelines issued by the appropriate authority. Companies Act 1956 Top

2. Minimum

Requirements

for

Companies

Delisted

by

BSE

seeking

Relisting

on

BSE

Companies delisted by BSE and seeking relisting at BSE are required to make a fresh public offer and comply with

the

extant

guidelines

of

SEBI

and

BSE

regarding

initial

public

offerings.

Companies delisted by BSE and seeking relisting at BSE are required to make a fresh public offer and comply with the extant guidelines of SEBI and BSE regarding initial public offerings. Top

3. Permission

to

Use

the

Name

of

BSE

in

an

Issuer

Company's

Prospectus

Companies desiring to list their securities offered through a public issue are required to obtain prior permission of BSE to use the name of BSE in their prospectus or offer for sale documents before filing the same with the concerned office of the Registrar of Companies. BSE has a Listing Committee , comprising of market experts, which decides upon the matter of granting permission to companies to use the name of BSE in their prospectus/offer documents. This Committee evaluates the promoters, company, project , financials, risk factors and several other aspects before taking a decision in this regard. Decision with regard to some types/sizes of companies has been delegated to the Internal Committee of BSE. Top

4. Submission

of

Letter

of

Application

As per Section 73 of the Companies Act, 1956, a company seeking listing of its securities on BSE is required to submit a Letter of Application to all the stock exchanges where it proposes to have its securities listed before filing the prospectus with the Registrar of Companies. Top

5. Allotment

of

Securities

As per the Listing Agreement, a company is required to complete the allotment of securities offered to the public within 30 days of the date of closure of the subscription list and approach the Designated Stock Exchange for approval of the basis of allotment. In case of Book Building issues, allotment shall be made not later than 15 days from the closure of the issue, failing which interest at the rate of 15% shall be paid to the investors. Top 6. Trading Permission

As per SEBI Guidelines, an issuer company should complete the formalities for trading at all the stock exchanges where the securities are to be listed within 7 working days of finalization of the basis of allotment. A company should scrupulously adhere to the time limit specified in SEBI (Disclosure and Investor Protection) Guidelines 2000 for allotment of all securities and dispatch of allotment letters/share certificates/credit in depository accounts and refund orders and for obtaining the listing permissions of all the exchanges whose names are stated in its prospectus or offer document. In the event of listing permission to a company being denied by any stock exchange where it had applied for listing of its securities, the company cannot proceed with the allotment of shares. However, the company may file an appeal before SEBI under Section 22 of the Securities Contracts (Regulation) Act, 1956. Top

7. Requirement

of

1%

Security

Companies making public/rights issues are required to deposit 1% of the issue amount with the Designated Stock Exchange before the issue opens. This amount is liable to be forfeited in the event of the company not resolving the complaints of investors regarding delay in sending refund orders/share certificates, non-payment of commission to underwriters, brokers, etc. Top

8. Payment

of

Listing

Fees

All companies listed on BSE are required to pay to BSE the Annual Listing Fees by 30th April of every financial year as per the Schedule of Listing Fees prescribed from time to time. The schedule of Listing Fees for the year 2011-12, is given here under: Securities *other than Privately Placed Debt Securities and Mutual Funds Sr.No. 1 2 (i) (ii) (iii) (iv) (v) Particulars Initial Listing Fees Annual Listing Fees Upto Rs. 5 Crs. Rs.5 Crs. To Rs.10 Crs. Rs.10 Crs. To Rs.20 Crs. Rs.20 Crs. To Rs.30 Crs. Rs.30 Crs. To Rs.100 Crs. Rs. 15,000/Rs. 25,000/Rs. 40,000/Rs. 60,000/Norms Rs. 20,000/-

Rs. 70,000/- plus Rs. 2,500/- for every increase of Rs. 5 crs or part thereof above Rs. 30 crs. Rs. 125,000/- plus Rs. 2,500/- for every (vi) Rs.100 Crs. to Rs.500 Crs. increase of Rs. 5 crs or part thereof above Rs. 100 crs. Rs. 375,000/- plus Rs. 2,500/- for every (vii) Rs.500 Crs. to Rs.1000 Crs. increase of Rs. 5 crs or part thereof above Rs. 500 crs. Rs. 625,000/- plus Rs. 2,750/- for every (vi) Above Rs. 1000 Crs. increase of Rs. 5 crs or part thereof above Rs. 1000 crs. Note: In case of debenture capital (not convertible into equity shares), the fees will be 75% of the above fees. * includes equity shares, preference shares, indian depository receipts, fully convertible debentures, partly convertible debentures and any other security convertible into equity shares.

Placed Debt Securities Sr.No. 1 2 (i) (ii) (iii) Particulars Initial Listing Fees Annual Listing Fees Issue size up to Rs.5 Crs. Above Rs.5 Crs. and up to Rs.10 Crs. Above Rs.10 Crs. and up to Rs.20 Crs. Rs. 2,500/Rs. 3,750/Rs. 7,500/Rs. 7,500/- plus Rs. 200/- for every increase Rs.1 Cr. or part thereof above Rs.20 crs. Subject to a maximum of Rs.30,000/- per instrument. Norms NIL

(iv)

Above Rs.20 Crs.

Note: Cap on the annual listing fee of debt instruments per issuer is Rs.5,00,000/- per annum.

Mutual Funds Sr.No. 1 Particulars Initial Listing Fees Norms NIL Payable per 'month or part thereof' Rs.1,000/Rs.2,000/Rs.3,600/Rs.5,900/Rs.9,800/Rs.15,600/-

2 (i) (ii) (iii) (iv) (v) (vi)

Annual Listing Fee for tenure of the scheme Issue size up to Rs.50 Crs. Above Rs.50 Crs.and up to Rs.100 Crs. Above Rs.100 Crs.and up to Rs.300 Crs. Above Rs.300 Crs.and up to Rs.500 Crs. Above Rs.500 Crs.and up to Rs. 1000 Crs. Above 1000 Crs.

Note: 1. For tenure beyond One month, fees are payable for one month or any part thereof.

2.

Asset Under Management (AUM) of all such listed schemes of the Fund House exceed Rs. 10,000 crs, discount of 10% will be offered on future annual listing fees for all listed schemes of that Fund House. For eligibility of 10% discount on listing fees, the corpus of AUM will be taken as on March 31st of every year.

Applicability The above schedule of Listing Fee is uniformly applicable for all companies irrespective of whether BSE is the designated stock exchange or not. PAYMENT DATE

The last date for payment of Listing Fee for the year 2011-12 is April 30, 2011. Failure to pay the Listing Fee (for equity debt segment and/or Mutual Fund) by the due date will attract interest @ 12% per annum w.e.f. May 1, 2011. SERVICE TAX Service Tax is payable on the listing fee at the applicable rates. Top

9. Compliance

with

the

Listing

Agreement

Companies desirous of getting their securities listed at BSE are required to enter into an agreement with BSE called the Listing Agreement, under which they are required to make certain disclosures and perform certain acts, failing which the company may face some disciplinary action, including suspension/delisting of securities. As such, the Listing Agreement is of great importance and is executed under the common seal of a company. Under the Listing Agreement, a company undertakes, amongst other things, to provide facilities for prompt transfer, registration, subdivision and consolidation of securities; to give proper notice of closure of transfer books and record dates, to forward 6 copies of unabridged Annual Reports, Balance Sheets and Profit and Loss Accounts to BSE, to file shareholding patterns and financial results on a quarterly basis; to intimate promptly to the Exchange the happenings which are

likely to materially affect the financial performance of the Company and its stock prices, to comply with the conditions of Corporate Governance, etc. The Listing Department of BSE monitors the compliance by the companies with the provisions of the Listing Agreement, especially with regard to timely payment of annual listing fees, submission of results, shareholding patterns and corporate governance reports on a quarterly basis . Penal action is taken against the defaulting companies. Top

10. Cash

Management

Services

(CMS)

Collection

of

Listing

Fees

In order to simplify the system of payment of listing fees, BSE has entered into an arrangement with HDFC Bank for collection of listing fees from 141 locations all over the country.Details of the HDFC Bank branches are available on our website site www.bseindia.com as well as on the HDFC Bank website www.hdfcbank.com This facility is being provided free of cost. Companies intending to utilize this facility for payment of listing fee should furnish the information (as mentioned below) in the Cash Management Cash Deposit Slip. These slips are available at all the HDFC Bank branches.