Comparative Study NSE BSE

A
SUMMER TRAINING PROJECT

ON
LISTING PROCEDURE & ITS ANALYSIS:
A COMPARATIVE STUDY BETWEEN
NSE & BSE
Submitted in Partial Fulfillment of
MASTER OF BUSINESS ADMINISTRATION (MBA) PROGRAMME
( UP Te!"ni!al Uni#er$it%& 'u!(no))
(2007-2009)

Sub!""#$ T%: Sub!""#$ B&
M'( S)"!*+ M)"") B+),#*+ M!*+')
-).u/"& Gu!$# MBA (0'$ S#)
LIMT1 G'( N%!$) R%// N%( 0727270022
1
LLOYD INSTITUTE OF MANAGEMENT &
TECHNOLOGY
Plot no.11, Knowledge P!"#$, G!ete! No%d.UP#
$&1'&(
INDE3
CONTENTS PAGE NO(
AC4NOWLEDGEMENT 5
OB6ECTIVE 7
PRE-ACE 7
MET8ODOLOGY 9
NATIONAL STOC4 E3C8ANGE 9
ABOUT NSE 20
NSE MILESTONES 22
CORPORATE STRUCTURE 27
NSE GROUP 02
NSE TEC8NOLOGY 0:
E;UITIES 09
LISTING 50
LISTING PROCEDURE ON NSE 52
ELIGIBILITY CRITERIA -OR LISTING ON NSE 77
2
BOMBAY STOC4 E3C8ANGE 72
ABOUT BSE 70
LISTING O- SECURITIES ON BSE 9:
ANALYSIS AND INTERPRETATION 200
LISTING BENE-ITS 222
CONCLUSION 227
-INDINGS 229
LIMITATIONS 229
BIBLIOGRAP8Y 220
3
ACKNOWLEDGEMENT
A work without the blessing and the guidance of experienced is always half done
and unsatisfactory. The task of completing this project needs knowledge,
experience & guidance of the prominent person as mentioned in the subject line.
My abundant and most sincere thanks goes to the honorable guide for providing
me with the necessary facilities to carry out the project successfully.
would also like to thank Mr. Satish Matta, !aculty "uide, #MT, "r. $oida for
familiari%ing me with the concepts of management, which were of great help to
complete this project.
BHAWESH MISHRA
MBA (3RD SEM)
R%// N%(: 0727270022
4
OBJECTIVE
The main objective of this project is to gain an insight of $ational &tock
'xchange & (ombay &tock 'xchange towards the listing procedure and to
explore the benefits of listing on the stock exchanges with a comparative study.
SCOE
The project would help a company to make familiar with listing
procedure on $&' & (&'.
The project would also tell the benefits of listing on the stock exchanges
for raising funds through e)uity share capital.
5
METHODOLOG!
The methodology used for the implementation of the assigned project is based
on secondary data & with the help of custom type pie explosion chart.

LIMITATIONS
The limitations of this project arise from the time period assigned to me in this
project. &ince had to work only for two months.
This project merely tells about the listing procedure of e)uities on $&' & (&'.
6
RE"ACE
Learning Categories You, and practicing on that learning specialize you .
The importance of any academic courses would gain advantage and the acceptance
of the true form, only through practical experiences. *ence it is )uite necessary to
put theories as into task. This is made possible with the summer training at any of
the companies under the expert guidance of a competent person.
The students are re)uired to submit a report on the work done and knowledge
gained during this period. The report is evaluated and marks awarded as per the
contents in the report.
was asked to work on project +,omparison of listing procedure between $&' &
(&'.-

7
METHODOLOGY
The methodology used for the implementation of the assigned
project is based on secondary data and with the help of custom type
pie explosion chart.
Research design for the descriptive study is of exploratory type
and the forms is given to discover the possible measure by detailed
analysis this report also based on descriptive research because it
provide the detailed knowledge about the BSE and SE and its listing
procedure.
Secondary data is to be used in the research! have been
collected from various maga"ines! news paper! web sites and other
source.
Research design# descriptive type and analytical type
$ata collection method # secondary data collect method.
8
NATIONAL STOCK E#CHANGE
9
ABO$T NSE
The $ational &tock 'xchange .$&'/ is ndia0s leading stock exchange covering
various cities and towns across the country. $&' was set up by leading
institutions to provide a modern, fully automated screen1based trading system
with national reach. The 'xchange has brought about unparalleled transparency,
speed & efficiency, safety and market integrity. t has set up facilities that serve
as a model for the securities industry in terms of systems, practices and
procedures.
$&' has played a catalytic role in reforming the ndian securities market in terms
of microstructure, market practices and trading volumes. The market today uses
state1of1art information technology to provide an efficient and transparent trading,
clearing and settlement mechanism, and has witnessed several innovations in
products & services vi%. demutualisation of stock exchange governance, screen
based trading, compression of settlement cycles, dematerialisation and electronic
transfer of securities, securities lending and borrowing, professionalisation of
trading members, fine1tuned risk management systems, emergence of clearing
corporations to assume counterparty risks, market of debt and derivative
instruments and intensive use of information technology.
10
NSE MILESTONES
$ovember 2334 ncorporation
April 2335 6ecognition as a stock exchange
May 2335 !ormulation of business plan
7une 2338 9holesale :ebt Market segment goes live
$ovember 2338 ,apital Market .')uities/ segment goes live
March 233; 'stablishment of nvestor "rievance ,ell
April 233; 'stablishment of $&,,#, the first ,learing ,orporation
7une 233;
ntroduction of centralised insurance cover for all trading
members
7uly 233; 'stablishment of nvestor <rotection !und
=ctober 233; (ecame largest stock exchange in the country
April 233> ,ommencement of clearing and settlement by $&,,#
April 233> #aunch of &&< ,$? $ifty
7une 233> 'stablishment of &ettlement "uarantee !und
$ovember 233>
&etting up of $ational &ecurities :epository #imited, first
depository in ndia, co1promoted by $&'
$ovember 233> (est T @sage award by ,omputer &ociety of ndia
:ecember 233>
,ommencement of tradingAsettlement in dematerialised
securities
:ecember 233> :ata)uest award for Top T @ser
:ecember 233> #aunch of ,$? $ifty 7unior
!ebruary 233B 6egional clearing facility goes live
$ovember 233B (est T @sage award by ,omputer &ociety of ndia
May 233C
<romotion of joint venture, ndia ndex &ervices & <roducts
#imited .&#/
May 233C #aunch of $&'0s 9eb1siteD www.nse.co.in
7uly 233C #aunch of $&'0s ,ertification <rogramme in !inancial Market
August 233C ,E('6 ,=6<=6AT' =! T*' E'A6 233C award
11
!ebruary 2333 #aunch of Automated #ending and (orrowing Mechanism
April 2333 ,*< 9eb Award by ,*< maga%ine
=ctober 2333 &etting up of $&'.T
7anuary 4FFF #aunch of $&' 6esearch nitiative
!ebruary 4FFF ,ommencement of nternet Trading
7une 4FFF ,ommencement of :erivatives Trading .ndex !utures/
&eptember 4FFF #aunch of 0Gero ,oupon Eield ,urve0
$ovember 4FFF
#aunch of (roker <la%a by :otex nternational, a joint venture
between $&'.T #td. and i1flex &olutions #td.
:ecember 4FFF ,ommencement of 9A< trading
7une 4FF2 ,ommencement of trading in ndex =ptions
7uly 4FF2 ,ommencement of trading in =ptions on ndividual &ecurities
$ovember 4FF2 ,ommencement of trading in !utures on ndividual &ecurities
:ecember 4FF2 #aunch of $&' Ha6 for "overnment &ecurities
7anuary 4FF4 #aunch of 'xchange Traded !unds .'T!s/
May 4FF4
$&' wins the 9harton1nfosys (usiness Transformation
Award in the =rgani%ation1wide Transformation category
=ctober 4FF4 #aunch of $&' "overnment &ecurities ndex
7anuary 4FF5 ,ommencement of trading in 6etail :ebt Market
7une 4FF5 #aunch of nterest 6ate !utures
August 4FF5 #aunch of !utures & options in ,$?T ndex
7une 4FF8 #aunch of &T< nteroperability
August 4FF8 #aunch of $&'Is electronic interface for listed companies
7une 4FF; #aunch of !utures & options in (A$J $ifty ndex
12
THE ORGANISATION
The $ational &tock 'xchange of ndia #imited has genesis in the report of the
*igh <owered &tudy "roup on 'stablishment of $ew &tock 'xchanges, which
recommended promotion of a $ational &tock 'xchange by financial institutions
.!s/ to provide access to investors from all across the country on an e)ual
footing. (ased on the recommendations, $&' was promoted by leading !inancial
nstitutions at the behest of the "overnment of ndia and was incorporated in
$ovember 2334 as a tax1paying company unlike other stock exchanges in the
country.
=n its recognition as a stock exchange under the &ecurities ,ontracts
.6egulation/ Act, 23;> in April 2335, $&' commenced operations in the
9holesale :ebt Market .9:M/ segment in 7une 2338. The ,apital Market
.')uities/ segment commenced operations in $ovember 2338 and operations in
:erivatives segment commenced in 7une 4FFF.
Missi%&
$&'0s mission is setting the agenda for change in the securities markets in ndia.
The $&' was set1up with the main objectives ofD
establishing a nation1wide trading facility for e)uities, debt instruments and
hybrids,
13
ensuring e)ual access to investors all over the country through an
appropriate communication network,
providing a fair, efficient and transparent securities market to investors
using electronic trading systems,
enabling shorter settlement cycles and book entry settlements systems,
and
meeting the current international standards of securities markets.
The standards set by $&' in terms of market practices and technology have
become industry benchmarks and are being emulated by other market
participants. $&' is more than a mere market facilitator. t0s that force which is
guiding the industry towards new hori%ons and greater opportunities.
L%'%
The logo of the $&' symbolises a single nationwide securities trading facility
ensuring e)ual and fair access to investors, trading members and issuers all over
the country. The initials of the 'xchange vi%., $, & and ' have been etched on
the logo and are distinctly visible. The logo symbolises use of state of the art
information technology and satellite connectivity to bring about the change within
the securities industry. The logo symbolises vibrancy and unleashing of creative
energy to constantly bring about change through innovation
14
ROMOTERS
$&' has been promoted by leading financial institutions, banks, insurance
companies and other financial intermediariesD
2. ndustrial :evelopment (ank of ndia #imited
4. ndustrial !inance ,orporation of ndia #imited
5. #ife nsurance ,orporation of ndia
8. &tate (ank of ndia
;. ,, (ank #imited
>. # & !& Trust ,ompany #imited
B. &tock *olding ,orporation of ndia #imited
C. &( ,apital Markets #imited
3. The Administrator of the &pecified @ndertaking of @nit Trust of ndia
2F. (ank of (aroda
22. ,anara (ank
24. "eneral nsurance ,orporation of ndia
25. $ational nsurance ,ompany #imited
28. The $ew ndia Assurance ,ompany #imited
2;. The =riental nsurance ,ompany #imited
2>. @nited ndia nsurance ,ompany #imited
2B. <unjab $ational (ank
2C. =riental (ank of ,ommerce
23. ,orporation (ank
4F. ndian (ank
42. @nion (ank of ndia
15
CORORATE STR$CT$RE
$&' is one of the first de1mutualised stock exchanges in the country, where the
ownership and management of the 'xchange is completely divorced from the
right to trade on it. Though the impetus for its establishment came from policy
makers in the country, it has been set up as a public limited company, owned by
the leading institutional investors in the country.
!rom day one, $&' has adopted the form of a demutualised exchange 1 the
ownership, management and trading is in the hands of three different sets of
people. $&' is owned by a set of leading financial institutions, banks, insurance
companies and other financial intermediaries and is managed by professionals,
who do not directly or indirectly trade on the 'xchange. This has completely
eliminated any conflict of interest and helped $&' in aggressively pursuing
policies and practices within a public interest framework.
The $&' model however, does not preclude, but in fact accommodates
involvement, support and contribution of trading members in a variety of ways. ts
(oard comprises of senior executives from promoter institutions, eminent
professionals in the fields of law, economics, accountancy, finance, taxation, etc,
public representatives, nominees of &'( and one full time executive of the
'xchange.
16
9hile the (oard deals with broad policy issues, decisions relating to market
operations are delegated by the (oard to various committees constituted by it.
&uch committees include representatives from trading members, professionals,
the public and the management. The day1to1day management of the 'xchange is
delegated to the Managing :irector who is supported by a team of professional
staff.
17
BOARD O" DIRECTORS
Chair(a& Mr. &. (. Mathur
Administrator of the &pecified
@ndertaking of
@nit Trust of ndia
Ma&a'i&' Dir)*t%r Mr. 6avi $arain
$ational &tock 'xchange of ndia
#td.
D)+,t- Ma&a'i&' Dir)*t%r Ms. ,hitra 6amkrishna
$ational &tock 'xchange of ndia
#td.
18
Dir)*t%rs
Mr. &. <. ,hhajed
<artner
MAs. ,hhajed & :oshi
,hartered Accountants
Mr. 6. <. ,hitale
Managing <artner
MAs. M.<.,hitale & ,o.
,hartered Accountants
Mr. &. *. Jhan
,hairman
!eedback !irst @rban nfrastructure
:evelopment ,omp. #td.
<rof. .:r./ J.6.&.Murthy
<rofessor and !ormer :irector
ndian nstitute of Management,
(angalore
Mr. Anand ". Mahindra
Hice ,hairman & Managing :irector
Mahindra & Mahindra #td
Mr. $.&. Jannan
,hief !inancial =fficer & Treasurer
,, (ank #td
Mr. ndrajit "upta
Managing :irector & ,'=
&( ,apital Markets #td.
Mr. A. <. Jurian
,hairman
Association of Mutual !unds in ndia
Mr. 7ustice M.#. <endse .6etd./
!ormer ,hief 7ustice of Jarnataka
*igh ,ourt
and 7udge of (ombay *igh ,ourt
Mr. 6avi <arthasarathy
,hairman & Managing :irector
nfrastructure #easing & !inancial
&ervices #td
Mr. 6. $. (hardwaj
,hairman
#ife nsurance ,orporation of ndia
Mr. M. 6aghavendra
'x1"eneral Manager
"eneral nsurance ,orporation of ndia
:r. 6. *. <atil
,hairman
The ,learing ,orporation of ndia #td.
Mr. &.Henkiteswaran
&r. Advocate &
Mr. E. *. Malegam
,hartered Accountant
19
COMMITTEES
The 'xchange has constituted various committees to advise it on areas such as
good market practices, settlement procedures, risk containment systems etc.
These committees are manned by industry professionals, trading members,
'xchange staff as also representatives from the market regulator.
'xecutive ,ommittee
,ommittee =n Trade 6elated ssues .,=T/
Advisory ,ommittee 1 #isting of &ecurities

E.)*,ti/) C%((itt))
=bjectiveD To manage the day1to1day operations of the 'xchange ,ompositionD
2. Mr. 6avi $arain
Managing :irector
$ational &tock 'xchange of ndia #td.
,hairman
4. Mr. Mukesh Jansal
Managing :irector
MAs. J & A &ecurities .</ #td.
Trading Member
5. Mr. *emang 6aja
Managing :irector
Trading Member
20
MAs #&!& nvestsmart #td.
8. Mr. &hailesh &araf
9holetime :irector
MAs. :ynamic ')uities <vt. #td.
Trading Member
;. Mr. ,.<arthasarathy
:irector
MAs. Jarvy &tock (roking #td.
Trading Member
>. Mr. 6. <. ,hitale
Managing <artner
MAs. M. <. ,hitale & ,o. ,hartered
Accountants
<ublic
6epresentative
B. Mr. E. *. Malegam
,hartered Accountant
<ublic
6epresentative
C. Mr. &. Henkiteswaran
&r. Advocate
<ublic
6epresentative
3. Ms. ,hitra 6amkrishna
:eputy Managing :irector
=ther $ominee
2F. Mr. <. M. Henkatasubramanian
'x1Managing :irector, ",
=ther $ominee
22. Mr. $.&.Jannan
,hief !inancial =fficer & Treasurer
,, (ank #imited
=ther $ominee
"%r ",t,r)s 0 O+ti%&s S)'()&t
21
2. Mr. 6avi $arain
Managing :irector
,hairman
4. Mr. &hitin : :esai
'xecutive Hice ,hairman
MAs. :&< Merrill #ynch #td.
Trading Member
5. Mr. Hineet (hatnagar
Managing :irector
MAs 6efco1&ify &ecurities ndia .<vt./ #td.
Trading Member
8. Mr. :.,.Anjaria
:irector
nternational !inance &olutions <vt. #td.
<ublic
6epresentative
;. Mr. &hailesh *aribhakti
<artner
MAs. *aribhakti & ,o.
<ublic
6epresentative
>. <rof. H. 6avi Anshuman
ndian nstitute of Management
(angalore
<ublic
6epresentative
B. Mr. M. 6aghavendra
'x1"eneral Manager
"eneral nsurance ,orporation of ndia
=ther $ominee
C. Ms. ,hitra 6amkrishna
:eputy Managing :irector
=ther $ominee
3. Mr. M. #. &oneji =ther $ominee
22
:irector .=perations & &urveillance/
23
COMMITTEE ON TRADE ISS$ES (COTI)
=bjectiveD To provide guidance on trade related issues which crop up during the
day1to1day functioning of the 'xchange ,ompositionD
Mr. Atul Jumar
Managing :irector
<ractical !inancial &ervices <vt. #td.
.,hairman of the committee/
Mr. &.6amasubramanian
<artner
MAs. Henkatraman & ,o
. Mr. :hiraj &ingle
*ead of Market =perations
A&J 6aymond 7ames !inancial
&ervices ./ #td.
Mr. :ikul <atel
'xecutive :irector
7J &ecurities <vt. #imited
Mr. &hreekant <humbhra
<roprietor
&hreekant <humbhra
Mr. " H $ageswara 6ao
Managing :irector
:( ,apital Market &ervices #td.
Mr. Ashok Jakkar
9holetime :irector
Hivek !inancial !ocus #td.
Mr. Jetan *. Marwadi
Managing :irector
Marwadi &hares & !inance <vt.
#td.
Mr.J. 6avindra (abu
Managing :irector
Gen &ecurities #td.
Mr. 6avindra Jumar Agrawal
9holetime :irector
&hri <arashram *oldings <. #td.
ADVISOR! COMMITTEE 1 LISTING O" SEC$RITIES
24
=bjectiveD To advise $&' on
The suitability of the ,ompanies for listing on the 'xchange within the
parameters set out by the listing agreement
To ensure that the applicant company has complied with all the conditions
set out in the listing agreement as well as other formalities, &'(
regulations, etc.
&ystems and procedures to be adopted for listing of securities
,ompositionD
2 Mr. $ "anga 6am
!ormer 'xecutive :irector, ndustrial :evelopment (ank of ndia
4 Mr. @day Jotak
'xecutive Hice ,hairman and Managing :irector,
Jotak Mahindra (ank #td.
5 Mr. M 6 Mondkar
,hairman, Mondkar ,omputers <vt. #td.
8 Mr. & 6amadorai
,hief 'xecutive =fficer, Tata ,onsultancy &ervices
; Mr. <rithvi *aldea
Managing :irector, <rime :atabase
<raxis ,ons. & nformation &ervices <vt. #td.
> Mr. <rakash Jarnik
:irector1Asia, 'lectrapartners Asia <vt. #td.
B Mr. &.H. <rasad
25
,hief 'xecutive =fficer, (irla &unlife Mutual !und
C Mr. <radip <. &hah
,hairman, ndasia !und Advisors <vt. #td.
3 Mr. Himal (handari
'xecutive :irector, nfrastructure #easing & !inancial &ervices #td.
2F Mr. 7. 6avichandran
,ompany &ecretary & &r.Hice <resident
22. Mrs. ,hitra 6amkrishna
:eputy Managing :irector, *ead of #isting
26
Ma&a')()&t T)a( ()rs%&a2 Sta33)
Mr. 6avi $arain MA$A"$" :6',T=6 & ,*'! '?',@TH'
=!!,'6
Ms. ,hitra 6amkrishna :eputy Managing :irector
Mr. 7 6avichandran :irector
#egal & &ecretarial , nspection, !inance &
Accounts
Mr. M # &oneji :irector
,apital Market .Trade & &urveillance/, !&=
.Trade & &urveillance/, 9:M .Trade &
&urveillance/, <= and nvestigation
Mr. 6 &undararaman Hice <resident
$&,,# 1 !&= ,learing, 6isk Management &
,ollaterals
Mr. Eatrik 6 Hin Hice <resident
!inance & Accounts
Mr. A &ebastin Asst. Hice <resident
6isk Management
Mr. Arup Mukherjee Asst. Hice <resident
$,!M & 'conomic Analysis & policy
Mr. ,. $. @padhyay Asst. Hice <resident
nspection
Mr. : &atish Jumar Asst. Hice <resident
#egal
27
Mr. :hruvkumar <atil Asst. Hice <resident
Arbitration, :efaulters &ection & nvestor
"rievances
Mr. Mahesh *aldipur Asst. Hice <resident
<remises
Mr. $arendra Jumar
Ahlawat
Asst. Hice <resident
$&,,# 1 :evelopment
Mr. $ayan Mehta Asst. Hice <resident
!inance & Accounts
Mr. &uresh $arayan Asst. Hice <resident
ndia ndex &ervices & <roducts #td.
Mr. 6 7ayakumar Asst. Hice <resident
&ecretarial
Mr. 6 $anda Jumar Asst. Hice <resident
:evelopment
Mr. 6avi Haranasi Asst. Hice <resident
nvestigation & &urveillance
Ms. T & 7agadharini Asst. Hice <resident
#isting & Membership
28
29
NSE Gr%,+

NSCCL

IISL NSE.IT
NSE

D%tE. I&t2. Lt4. NSDL
30
Nati%&a2 S)*,riti)s C2)ari&' C%r+%rati%& Lt4. (NSCCL)
The $ational &ecurities ,learing ,orporation #td. .$&,,#/, a wholly owned
subsidiary of $&', was incorporated in August 233;. t was set up to bring and
sustain confidence in clearing and settlement of securitiesK to promote and
maintain, short and consistent settlement cyclesK to provide counter1party risk
guarantee, and to operate a tight risk containment system. $&,,# commenced
clearing operations in April 233>.
$&,,# carries out the clearing and settlement of the trades executed in the
')uities and :erivatives segments and operates &ubsidiary "eneral #edger
.&"#/ for settlement of trades in government securities. t assumes the counter1
party risk of each member and guarantees financial settlement. t also
undertakes settlement of transactions on other stock exchanges like, the =ver
the ,ounter 'xchange of ndia.
$&,,# has successfully brought about an up1gradation of the clearing and
settlement procedures and has brought ndian financial markets in line with
international markets.
31
NSE.IT Lt4.
$&'.T, a 2FFL subsidiary of $ational &tock 'xchange of ndia #imited .$&'/, is
the information technology arm of the largest stock exchange of the country. A
leading edge technology user, $&' houses state1of1the1art infrastructure and
skills. $&'.T possesses the wealth of expertise ac)uired in the last six years by
running the trading and clearing infrastructure of largest stock exchange of the
country. $&'.T is uni)uely positioned to provide products, services and solutions
for the securities industry. There has been a long felt need for top1of1the1line
products, services and solutions in the area of trading, broker front1end and
back1office, clearing and settlement, web1based trading, risk management,
treasury management, asset liability management, banking, insurance etc.
$&'.T0s expertise in these areas is the primary focus. The company also plans
to provide consultancy and implementation services in the areas of :ata
9arehousing, (usiness ,ontinuity <lans, &tratus Mainframe !acility
Management, &ite Maintenance and (ackups, 6eal Time Market Analysis &
!inancial $ews over $&'1$et, etc.
$&'.T is an 'xport =riented @nit with &T< and plans to go global for various T
services in due course. n the near future the company plans to release new
products for (roker (ack1office =perations and enhance $eat?& A $eat i?& to
support &traight Through <rocessing on the net.
32
I&4ia I&4). S)r/i*)s 0 r%4,*ts Lt4. (IISL)
ndia ndex &ervices and <roducts #imited .&#/, a joint venture between $&'
and ,6&# #td. .formerly the ,redit 6ating nformation &ervices of ndia
#imited/, was set up in May 233C to provide a variety of indices and index related
services and products for the ndian capital markets. t has a consulting and
licensing agreement with &tandard and <oor0s .&&</, the world0s leading
provider of investible e)uity indices, for co1branding e)uity indices.
&# provides a broad range of services, products and professional index
services. t maintains over CF e)uity indices comprising broad1based benchmark
indices, sectoral indices and customised indices. Many investment and risk
management products based on &# indices have been developed in the recent
past, within ndia and abroad. These include index based derivatives traded on
$&' and &ingapore 'xchange .&M'?/ and a number of index funds
Nati%&a2 S)*,riti)s D)+%sit%r- Lt4. (NSDL)
n order to solve the myriad problems associated with trading in physical
securities, $&' joined hands with the ndustrial :evelopment (ank of ndia
.:(/ and the @nit Trust of ndia .@T/ to promote dematerialisation of securities.
33
Together they set up $ational &ecurities :epository #imited .$&:#/, the first
depository in ndia.
$&:# commenced operations in $ovember 233> and has since established a
national infrastructure of international standard to handle trading and settlement
in dematerialised form and thus completely eliminated the risks to investors
associated with fakeAbadAstolen paper.
D%tE. I&t)r&ati%&a2 Li(it)4
:ot'x was formed to provide world1class internet trading platforms which allows
members of $&' to offer online trading facilities to their customers. Members of
$&' can service a larger clientele by using the automated risk management
features and thus increase volumes. nvestors get comprehensive and updated
information necessary to trade, along with a single1click convenience to fulfil their
obligations. The initial offering of :ot'x is :ot'x <la%a where multiple market
participants such as members of $&', depository participants and banks can
offer web1based services to their customers. As a neutral aggregator and
infrastructure provider, :ot'x offers choice and convenience to investors. :ot'x
was a joint venture between i1flex &olutions #td. and $&'.T #td. 6ecently $&'
has taken over the shareholding and management of :ot'x.
:ot'x products may be classified under the following broad categoriesD
')uity Trading Module
!&= Trading Module.
34
NSE T)*h&%2%'-
Across the globe, developments in information, communication and network
technologies have created paradigm shifts in the securities market operations.
Technology has enabled organisations to build new sources of competitive
advantage, bring about innovations in products and services, and to provide for
new business opportunities. &tock exchanges all over the world have realised the
potential of T and have moved over to electronic trading systems, which are
cheaper, have wider reach and provide a better mechanism for trade and post
trade execution.
$&' believes that technology will continue to provide the necessary impetus for
the organisation to retain its competitive edge and ensure timeliness and
satisfaction in customer service. n recognition of the fact that technology will
continue to redefine the shape of the securities industry, $&' stresses on
innovation and sustained investment in technology to remain ahead of
competition. $&'0s T set1up is the largest by any company in ndia. t uses
satellite communication technology to energise participation from around 8FF
cities spread all over the country. n the recent past, capacity enhancement
measures were taken up in regard to the trading systems so as to effectively
meet the re)uirements of increased users and associated trading loads. 9ith
upgradation of trading hardware, $&' can handle up to 2 million trades per day.
$&' has also put in place $(& .$&'0s nternet (ased nformation &ystem/ for
on1line real1time dissemination of trading information over the internet. n order to
35
capitalise on in1house expertise in technology, $&' set up a separate company,
$&'.T, in =ctober 2333. This is expected to provide a platform for taking up new
T assignments both within and outside ndia and attaining global exposure.
$'AT is a state1of1the1art client server based application. At the server end, all
trading information is stored in an in1memory database to achieve minimum
response time and maximum system availability for users. The trading server
software runs on a fault tolerant &T6AT@& main frame computer while the client
software runs under 9indows on <,s.
The telecommunications network uses ?.4; protocol and is the backbone of the
automated trading system. 'ach trading member trades on the $&' with other
members through a <, located in the trading member0s office, anywhere in ndia.
The trading members on the 9holesale :ebt Market segment are linked to the
central computer at the $&' through dedicated >8Jbps leased lines and H&AT
terminals. These leased lines are multiplexed using dedicated 4 Mbps, optical1
fibre links. The 9:M participants connect to the trading system through dial1up
links.
The 'xchange uses powerful 6&, 1based @$? servers, procured from :igital
and *< for the back office processing. The latest software platforms like
=6A,#' B 6:(M&, "@<TA 1 &M#A=6A,#' !=6M& 8.; !ront 1 'nds, etc. have
been used for the 'xchange applications. The 'xchange currently manages its
data centre operations, system and database administration, design and
36
development of in1house systems and design and implementation of
telecommunication solutions.
$&' is one of the largest interactive H&AT based stock exchanges in the world.
Today it supports more than 5FFF H&ATs and is expected to grow to more than
8FFF H&ATs in the next year. The $&'1 network is the largest private wide area
network in the country and the first extended ,1 (and H&AT network in the world.
,urrently more than 3FFF users are trading on the real time1online $&'
application. There are over 2; large computer systems which include non1stop
fault1tolerant computers and high end @$? servers, operational under one roof
to support the $&' applications. This coupled with the nation wide H&AT network
makes $&' the country0s largest nformation Technology user.
n an ongoing effort to improve $&'0s infrastructure, a corporate network has
been implemented, connecting all the offices at Mumbai, :elhi, ,alcutta and
,hennai. This corporate network enables speedy inter1office communications
and data and voice connectivity between offices.
n keeping with the current trend, $&' has gone online on the nternet. Apart
from having a 4mbps link to H&$# and our own domain for internal browsing and
e1mail purposes, we have also set up our own 9eb site. ,urrently, $&' is
displaying its live stock )uotes on the web site .www.nseindia.com/ which are
updated online.
37
E5,iti)s
$&' started trading in the e)uities segment .,apital Market segment/ on
$ovember 5, 2338 and within a short span of 2 year became the largest
exchange in ndia in terms of volumes transacted.
Trading volumes in the e)uity segment have grown rapidly with average daily
turnover increasing from 6s.2B crores during 233813; to 6s.8,54C crores during
4FF51F8. :uring the year 4FF51F8, $&' reported a turnover of 6s.2,F33,;5;
crores in the e)uities segment accounting for >C.>FL of the total ndian
securities market.
The ')uities section provides you with an insight into the e)uities segment of
$&' and also provides real1time )uotes and statistics of the e)uities market. n1
depth information regarding listing of securities, trading systems & processes,
clearing and settlement, risk management, trading statistics etc are available
here.
38
LISTING
#isting means admission of securities of an issuer to trading privileges on a stock
exchange through a formal agreement. The prime objective of admission to
dealings on the 'xchange is to provide li)uidity and marketability to securities, as
also to provide a mechanism for effective management of trading.
#isting on $&' provides )ualifying companies with the broadest access to
investors, the greatest market depth and li)uidity, cost1effective access to capital,
the highest visibility, the fairest pricing, and investor benefits. $&' trading
terminals are now situated in various cities and towns across the length and
breath of ndia.
&ecurities listed on the 'xchange are re)uired to fulfill the eligibility criteria for
listing. Harious types of securities of a company are traded under a uni)ue
symbol and different series.
$&' plays an important role in helping an ndian companies access e)uity
capital, by providing a li)uid and well1regulated market. $&' has about CFF
companies listed representing the length, breadth and diversity of the ndian
economy which includes from hi1tech to heavy industry, software, refinery, public
sector units, infrastructure, and financial services. #isting on $&' raises a
companyIs profile among investors in ndia and abroad. Trade data is distributed
worldwide through various news1vending agencies.
39
More importantly, each and every $&' listed company is re)uired to satisfy
stringent financial, public distribution and management re)uirements. *igh listing
standards foster investor confidence and also bring credibility into the markets.
$&' lists securities in its ,apital Market .')uities/ segment and its 9holesale
:ebt Market segment
LISTING ROCED$RE
An ssuer has to take various steps prior to making an application for listing its
securities on the $&'. These steps are essential to ensure the compliance of
certain re)uirements by the ssuer before listing its securities on the $&'. The
various steps to be taken includeD
6. I&itia2 Dis*,ssi%&s
7. A++r%/a2 %3 M)(%ra&4,( a&4 Arti*2)s %3 Ass%*iati%&
3. A++r%/a2 %3 4ra3t +r%s+)*t,s
8. S,9(issi%& %3 A++2i*ati%&
:. Listi&' *%&4iti%&s a&4 r)5,ir)()&ts
40
LISTING ROCED$RE
I&itia2 Dis*,ssi%&s
Authorised persons of the concerned ssuer should hold discussions with $&'
personnel regarding various re)uirements to be fulfilled by the ssuer for listing its
securities. The discussions should particularly cover the )ualifications of the
ssuer which are re)uired for an ssuer to be admitted for listing on the $&' and
to understand all the conditions that are precedent to listing on the $&'. The
proposed Memorandum & Articles of Association and the draft prospectus may
be presented to the $&' for examination before finalising them.
41
LISTING ROCED$RE
A++r%/a2 %3 M)(%ra&4,( a&4 Arti*2)s %3 Ass%*iati%&
6ule 23.4/ .a/ of the &ecurities ,ontracts .6egulation/ 6ules, 23;B re)uires that
the Articles of Association of the ssuer wanting to list its securities must contain
provisions as given hereunder.
The Articles of Association of an ssuer shall contain the following provisions
namelyD
a. that there shall be no forfeiture of unclaimed dividends before the claim
becomes barred by lawK
b. that a common form of transfer shall be usedK
c. that fully paid shares shall be free from all lien and that in the case of
partly paid shares the ssuer0s lien shall be restricted to moneys called or
payable at a fixed time in respect of such sharesK
d. that registration of transfer shall not be refused on the ground of the
transferor being either alone or jointly with any other person or persons
indebted to the ssuer on any account whatsoeverK
42
e. that any amount paid up in advance of calls on any share may carry
interest but shall not in respect thereof confer a right to dividend or to
participate in profitsK
f. that option or right to call of shares shall not be given to any person except
with the sanction of the ssuer in general meetings.
g. permission for &ub1:ivisionA,onsolidation of &hare ,ertificate.
$oteD The 6elevant Authority may take exception to any provision contained in
the Articles of Association of an ssuer which may be deemed undesirable or
unreasonable in the case of a public company and may re)uire inclusion of
specific provisions deemed to be desirable and necessary.
f the ssuer0s Articles of Association is not in conformity with the provisions as
stated above, the ssuer has to make amendments to the Articles of Association.
*owever, the securities of an ssuer may be admitted for listing on the $&' on an
undertaking by the ssuer that the amendments necessary in the Articles of
Association to bring Articles of Association in conformity with 6ule 23.4/.a/ of the
&ecurities ,ontract .6egulation/ 6ules, 23;B shall be made in the next annual
general meeting and in the meantime the ssuer shall act strictly in accordance
with prevalent provisions of &ecurities ,ontract .6egulation/ Act, 23;B and other
statutes.
t is to be noted that any provision in the Articles of Association, which is not in
tune with sound corporate practice, has to be removed by amending the Articles
of Association.
43
Listi&' r%*)4,r)
A++r%/a2 %3 4ra3t +r%s+)*t,s
The ssuer shall file the draft prospectus and application forms with $&'. n case
$&' is not the 6egional &tock 'xchange then the draft prospectus and
application forms have to be filed simultaneously with the $&' when the same is
filed with the 6egional &tock 'xchange pertaining to the issue, for the perusal of
$&'. The draft prospectus should have been prepared in accordance with the
statutes, notifications, circulars, guidelines, etc. governing preparation and issue
of prospectus prevailing at the relevant time. The ssuers may particularly bear in
mind the provisions of ,ompanies Act, &ecurities ,ontracts .6egulation/ Act, the
&'( Act and the relevant subordinate legislations thereto. $&' will peruse the
draft prospectus only from the point of view of checking whether the draft
prospectus is in accordance with the listing re)uirements, and therefore any
approval given by $&' in respect of the draft prospectus should not be construed
as approval under any laws, rules, notifications, circulars, guidelines etc. The
ssuers shall file a copy of the draft prospectus given by the respective 6egional
&tock 'xchange with $&'. The ssuer should also submit the &'(
44
acknowledgment card or letter indicating observations on draft prospectus or
letter of offer by &'(
Listi&' r%*)4,r)
S,9(issi%& %3 A++2i*ati%&
!or ssuers listing on $&' for the first time
#isting of further ssues by ssuers already listed on $&'
#isting !ees
&ecurity deposit .for new & fresh issues and when $&' is the 6egional
&tock 'xchange/
&upporting documents
Listi&' r%*)4,r)
S,9(issi%& %3 A++2i*ati%& ("%r Iss,)rs 2isti&' %& NSE 3%r th)
3irst ti())
45
ssuers desiring to list existingAnew securities on the $&' shall make application
for admission of their securities to dealings on the $&' in the forms prescribed in
this regard as per details given hereunder or in such other form or forms as the
6elevant Authority may from time to time prescribe in addition thereto or in
modification or substitution thereof.
Appendix 0A0 1 ,lauses of Articles of Association.
Appendix 0(01 Application #etter for #isting.
Appendix 0,120 1 #isting Application providing pre1issue details of securities.
Appendix 0,140 1 #isting Application providing post1issue details of securities.
Appendix 0:01 ,hecklist for supporting documents . as applicable to the issuer/
Appendix 0'0 1 &chedule of :istribution
Appendix 0!01 #isting Agreement
Listi&' r%*)4,r)
S,9(issi%& %3 A++2i*ati%& (Listi&' %3 3,rth)r Iss,)s 9- Iss,)rs
a2r)a4- 2ist)4 %& NSE)
ssuers whose securities are already listed on the $&' shall apply for admission
to listing on the $&' of any further issue of securities made by them. The
application for admission shall be made in the forms prescribed in this regard or
in such other form or forms as the 6elevant Authority may from time to time
prescribe in addition thereto or in modification or substitution thereof.
46
Appendix 0'0 1 &chedule of :istribution
Appendix 0"01 Application #etter for #isting of further issues.
Appendix 0*0 1 #isting Application providing details of securities.
Appendix 00 1 ,hecklist for supporting documents submitted .as applicable/
Listi&' "))s
The listing fees depend on the paid up share capital of your ,ompanyD
<articulars Amount .6s./
nitial #isting !ees B,;FF
Annual #isting !ees
,ompanies with paid up share andAor debenture capitalD
=f 6s.2 crore 8,4FF
Above 6s.2 crore and up to 6s.; crores C,8FF
Above 6s.; crores and up to 6s.2F crores 28,FFF
Above 6s.2F crores and up to 6s.4F crores 4C,FFF
Above 6s.4F crores and up to 6s.;F crores 84,FFF
Above 6s.;F crores BF,FFF
,ompanies which have a paid up capital of more than 6s. ;F crores will pay
additional listing fees of 6s. 28FF for every increase of 6s. ; crores or part
thereof in the paid up shareAdebenture capital.
47
Jindly draw your ,he)uesA:emand :rafts favouring $ational &tock 'xchange of
ndia #imited, payable in Mumbai.
Listi&' r%*)4,r)
S,9(issi%& %3 A++2i*ati%& (S)*,rit- D)+%sit)
.<ayable only for new and fresh issues and only when $&' is the 6egional &tock
'xchange/
The 6elevant Authority shall not grant admission to dealings of securities of an
ssuer which is not listed or of any new .original or further/ issue of securities of
an ssuer excepting Mutual !unds, which is listed on the $&' unless the ssuer
deposits and keeps deposited with the $&' .in cases where the securities are
offered for subscription, whether through the issue of a prospectus, letter of offer
or otherwise, and $&' is the 6egional &tock 'xchange for the ssuer/ an amount
calculated at 2L of the amount of securities offered for subscription to the public
and or to the holders of existing securities of the ssuer, as the case may be for
ensuring compliance by the ssuer within the prescribed or stipulated period of all
re)uirements and conditions hereinafter mentioned and shall be refundable or
forfeitable in the manner hereinafter statedD
2. The ssuer shall comply with all prevailing re)uirements of law including all
re)uirements of and under any notifications, directives and guidelines
issued by the ,entral "overnment, &'( or any statutory body or local
48
authority or any body or authority acting under the authority or direction of
the ,entral "overnment and all prevailing listing re)uirements and
conditions of the $&' and of each recogni%ed &tock 'xchange where the
ssuer has applied for permission for admission to dealings of the
securities, within the prescribed or stipulated periodK
4. f the ssuer has complied with all the aforesaid re)uirements and
conditions including, wherever applicable, its obligation under &ection B5
.or any statutory modification or re1enactment thereof/ of the ,ompanies
Act, 23;> and obligations arising therefrom, within the prescribed or
stipulated period, and on obtaining a $o =bjection ,ertificate from &'(
and submitting it to $&' , $&' shall refund to the ssuer the said deposit
without interest within fifteen days from the expiry of the prescribed or
stipulated periodK
5. f on expiry of the prescribed or stipulated period or the extended period
referred to hereafter, the ssuer has not complied with all the aforesaid
re)uirements and conditions, the said deposit shall be forfeited by the
$&', at its discretion, and thereupon the same shall vest in the $&'.
<rovided the forfeiture shall not release the ssuer of its obligation to
comply with the aforesaid re)uirements and conditionsK
8. f the ssuer is unable to complete compliance of the aforesaid
re)uirements and conditions within the prescribed or stipulated period, the
$&', at its discretion and if the ssuer has shown sufficient cause, but
without prejudice to the obligations of the ssuer under the laws in force to
comply with any such re)uirements and conditions within the prescribed or
49
stipulated period, may not forfeit the said deposit but may allow such
further time to the ssuer as the $&' may deem fitK provided that
2. the ssuer has at least ten days prior to expiry of the prescribed or
stipulated period applied in writing for extension of time to the $&'
stating the reasons for non1compliance, and
4. the ssuer, having been allowed further time by the $&', has before
expiry of the prescribed or stipulated period, published in a manner
re)uired by the $&', the fact of such extension having been
allowedK provided further that where the $&' has not allowed
extension in writing before expiry of the prescribed or stipulated
period, the re)uest for extension shall be deemed to have been
refusedK provided also that any such extension shall not release the
ssuer of its obligations to comply with the aforesaid re)uirements
and conditions.
b. ;FL of the above mentioned security deposit should be paid to the $&' in
cash. The balance amount can be provided by way of a bank guarantee,
in the format prescribed by or acceptable to $&'. The amount to be paid
in cash is limited to 6s.5 crores.
50
LISTING ROCED$RE
S,9(issi%& %3 A++2i*ati%& (S,++%rti&' D%*,()&ts)
ssuers applying for admission of their securities to dealings on the $&' shall
submit to the $&' the followingD
:ocuments and nformation
The documents and information prescribed in Appendix : or Appendix .as
the case may be/ to this 6egulation or such other documents and information
as the 6elevant Authority may from time to time prescribe, in addition thereto
or in modification or substitution thereof together with any other documents
and information which the 6elevant Authority may re)uire in any particular
caseK
:istribution &chedules
:istribution &chedules duly completed in respect of each class and kind of
security in the form prescribed in Appendix ' .Table , & / to this
6egulation or in such other form or forms as the 6elevant Authority may from
time to time prescribe in addition thereto or in modification or substitution
thereof.
51
Listi&' r%*)4,r)
Listi&' *%&4iti%&s a&4 r)5,ir)()&ts
All ssuers whose securities are listed on the $&' shall comply with the listing
conditions and re)uirements contained in the #isting Agreement !orm appearing
in Appendix ! to this 6egulation or such other conditions and re)uirements as
the 6elevant Authority may from time to time prescribe in addition thereto or in
modification or substitution thereof.
After fulfilling these criteria, a company has to send the following information for
further processingD
2. A brief note on the promoters and management.
4. ,ompany profile.
5. ,opies of the Annual 6eport for last 5 years.
8. ,opies of the :raft =ffer :ocument.
;. Memorandum & Articles of Association.
52
ELIGIBILIT! CRITERIA "OR LISTING
An applicant who desires listing of its securities with $&' must fulfill the following
pre1re)uisitesD
A. !or nitial <ublic =fferings .<=s/
(. !or &ecurities of 'xisting ,ompanies
$&' staff welcome the opportunity to discuss a companyIs eligibility to list before
a formal application is made. =n fulfillment of the eligibility criteria, the company
is re)uired to fill in the listing application form.
53
IOs 9- C%(+a&i)s
Mualifications for listing nitial <ublic =fferings .<=/ are as belowD
6. ai4 ,+ Ca+ita2
The paid up e)uity capital of the applicant shall not be less than 6s. 2F crores
N and the capitalisation of the applicantIs e)uity shall not be less than 6s. 4;
crores**
n respect of the re)uirement of paid1up capital and market capitalisation, the
issuers shall be re)uired to include, in the disclaimer clause forming a part of
the offer document that in the event of the market capitalisation .<roduct of
issue price and the post issue number of shares/ re)uirement of the
'xchange not being met, the securities of the issuer would not be listed on
the 'xchange.
N !or this purpose, the post issue paid up e)uity capital for which listing is
sought shall be taken into account.
NN!or this purpose, capitalisation will be the product of the issue price and the
post issue number of e)uity shares.
54
7. C%&4iti%&s r)*)4)&t t% Listi&';
The ssuer shall have adhered to conditions precedent to listing as emerging
from inter1alia from &ecurities ,ontracts .6egulations/ Act 23;>, ,ompanies
Act 23;>, &ecurities and 'xchange (oard of ndia Act 2334, any rules andAor
regulations framed under foregoing statutes, as also any circular,
clarifications, guidelines issued by the appropriate authority under foregoing
statutes.
3. At 2)ast thr)) -)ars tra*< r)*%r4 %3 )ith)r;
a. The applicant seeking listingK or
b. The promotersNApromoting company, incorporated in or outside ndia
!or this purpose, the applicant or the promoting company shall submit annual
reports of three preceding financial years to $&' and also provide a
certificate to the 'xchange in respect of the followingD
O The ,ompany has not been referred to the (oard for ndustrial and !inancial
6econstruction .(!6/.
O The networth of the company has not been wiped out by the accumulated
losses resulting in a negative networth.
O The company has not received any winding up petition accepted by a court.
55
N <romotersI mean one or more persons with minimum 5 years of experience
of each of them in the same line of business and shall be holding at least 4FL
of the post issue e)uity share capital individually or severally
8. The <rojectA Activity plan of the applicant must have been appraised by a
financial institution uAs 8 A of the ,ompanies Act, 23;> or a state finance
corporation or a scheduled commercial bank with a paid up capital
exceeding 6s.;F crores or a category Merchant (anker with a net worth
of atleast 6s.2F crores or a venture capital fund with a net worth of atleast
6s. ;F crores.
or
The applicant should have working capital arrangements with a bank having a
$etworth of not less than 6s.;F crores.
+<rovided that this ,lause 8 shall not be applicable for listing ofD
a/ ')uity shares and securities convertible into e)uity issued by
2. a banking company including a local area bank .i.e. <rivate &ector
(anks/ set up under sub1clause .c/ of &ection ; of the (anking
6egulation Act, 2383 and which has received license from the
6eserve (ank of ndia or
4. a corresponding new bank set up under the (anking ,ompanies
.Ac)uisition and Transfer of @ndertakings/ Act, 23BF, (anking
,ompanies .Ac)uisition and Transfer of @ndertakings/ Act, 23CF,
56
&tate (ank of ndia Act, 23;; and the &tate (ank of ndia
.&ubsidiary (anks/ Act, 23;3 .i.e. <ublic &ector (anks/ or
5. an infrastructure company P .a/ whose project has been appraised
by a <ublic !inancial nstitution or nfrastructure :evelopment
!inance ,orporation .:!,/ or nfrastructure #easing and !inancial
&ervices #imited .#&!&/ and .b/ not less than ;L of the project
cost is financed by any of the institutions referred to in clause .a/
above, jointly or severally, irrespective of whether they appraise the
project or not, by way of loan or subscription to e)uity or a
combination of both.
b/ &ecurities other than e)uity shares or securities convertible into e)uity
shares at a later date issued by "overnment ,ompanies, <ublic &ector
@ndertakings, !inancial nstitutions, $ationalised (anks, &tatutory
,orporations, (anking ,ompanies and subsidiaries of &cheduled ,ommercial
(anks.-
;/ The applicant desirous of listing its securities should satisfy the exchange
on the followingD
N% 4is*i+2i&ar- a*ti%& 9- %th)r st%*< ).*ha&')s a&4
r)',2at%r- a,th%riti)s i& +ast thr)) -)ars
The applicant, promotersIApromoting company.ies/, group
companies, companies promoted by the promotersApromoting
company.ies/ have not been in default in payment of listing fees to
57
any stock exchange in the last three years or has not been delisted
or suspended in the past, and has not been proceeded against by
&'( or other regulatory authorities in connection with investor
related issues or otherwise.
R)4r)ssa2 ()*ha&is( %3 I&/)st%r 'ri)/a&*)
The points of consideration areD
companies, companies promoted by the promotersIApromoting
company.ies/ track record in redressal of investor grievances
The applicantIs arrangements envisaged are in place for servicing
its investor.
company.ies/ general approach and philosophy to the issue of
investor service and protection
defaults in respect of payment of interest andAor principal to the
debentureAbondAfixed deposit holders by the applicant,
promotersIApromoting company.ies/, group companies,
companies promoted by the promotersIApromoting company.ies/
shall also be considered while evaluating a companyIs application
for listing. The auditorIs certificate shall also be obtained in this
regard. n case of defaults in such payments the securities of the
58
applicant company may not be listed till such time it has cleared
all pending obligations relating to the payment of interest andAor
principal.
Distri9,ti%& %3 shar)h%24i&'
The applicantIsApromoting company.ies/ shareholding pattern on
March 52 of last three calendar years separately showing
promoters and other groupsI shareholding pattern should be as
per the regulatory re)uirements.
D)tai2s %3 Liti'ati%&
company.ies/ litigation record, the nature of litigation, status of
litigation during the preceding three years period need to be
clarified to the exchange.
Tra*< R)*%r4 %3 Dir)*t%r(s) %3 th) C%(+a&-
n respect of the track record of the directors, relevant disclosures
may be insisted upon in the offer document regarding the status
of criminal cases filed or nature of the investigation being
undertaken with regard to alleged commission of any offence by
any of its directors and its effect on the business of the company,
59
where all or any of the directors of issuer have or has been
charge1sheeted with serious crimes.
N%t);
n case a company approaches the 'xchange for listing within six
months of an <=, the securities may be considered as eligible for
listing if they were otherwise eligible for listing at the time of the <=. f
the company approaches the 'xchange for listing after six months of
an <=, the norms for existing listed companies may be applied and
market capitalisation be computed based on the period from the <= to
the time of listing.
60
S)*,riti)s %3 E.isti&' C%(+a&i)s
'xisting ,ompanies listed on other stock exchanges
6. ai4 ,+ Ca+ita2 0 Mar<)t Ca+ita2isati%&
2. The paid1up e)uity capital of the applicant shall not be less than 6s.
2F crores N and the market capitalisation of the applicantIs e)uity
shall not be less than 6s. 4; croresNN
<rovided that the re)uirement of 6s. 4; crores market capitalisation
under this clause 2.a/ shall not be applicable to listing of securities
issued by "overnment ,ompanies, <ublic &ector @ndertakings,
!inancial nstitutions, $ationalised (anks, &tatutory ,orporations and
(anking ,ompanies who are otherwise bound to adhere to all the
relevant statutes, guidelines, circulars, clarifications etc. that may be
issued by various regulatory authorities from time to time.
or
4. The paid1up e)uity capital of the applicant shall not be less than 6s.
4; crores N .n case the market capitalisation is less than 6s. 4;
crores, the securities of the company should be traded for at least
4;L of the trading days during the last twelve months preceding
61
the date of submission of application by the company on at least
one of the stock exchanges where it is traded./
or
5. The market capitalisation of the applicantIs e)uity shall not be less
than 6s. ;F crores. NN
N 'xplanation 2 !or this purpose the existing paid up e)uity capital as
well as the paid up e)uity capital after the proposed issue for which
listing is sought shall be taken into account.
NN 'xplanation 4 The market capitalisation shall be calculated by using
a 24 month moving average of the market capitalisation over a period
of six months immediately preceding the date of application. !or the
purpose of calculating the market capitalisation over a 24 month
period, the average of the weekly high and low of the closing prices of
the shares as )uoted on the $ational &tock 'xchange during the last
twelve months and if the shares are not traded on the $ational &tock
'xchange such average price on any of the recognised &tock
'xchanges where those shares are fre)uently traded shall be taken
into account while determining market capitalisation after making
necessary adjustments for ,orporate Action such as 6ights A (onus
ssue.
62
9. C%&4iti%&s +r)*)4)&t t% Listi&';
The applicant shall have adhered to conditions precedent to listing as
emerging from inter1alia, &ecurities ,ontracts .6egulations/ Act 23;>,
,ompanies Act 23;>, &ecurities and 'xchange (oard of ndia Act 2334, any
rules andAor regulations framed under foregoing statutes, as also any circular,
clarifications, guidelines issued by the appropriate authority under foregoing
statutes.
*. At2)ast thr)) -)ars tra*< r)*%r4 %3 )ith)r;
a. the applicant seeking listingK or
b. the promotersINApromoting company, incorporated in or outside ndia
!or this purpose, the applicant or the promoting company shall submit annual
reports of three preceding financial years to $&' and also provide a
certificate to the 'xchange in respect of the followingD
2. The company has not been referred to the (oard for ndustrial and
!inancial 6econstruction .(!6/.
4. The networth of the company has not been wiped out by the
accumulated losses resulting in a negative networth.
5. The company has not received any winding up petition accepted by
a court
63
N <romotersI mean one or more persons with minimum 5 years of
experience of each of them in the same line of business and shall be
holding at least 4FL of the post issue e)uity share capital individually or
severally.
o The applicant should have been listed on any other recognised stock
exchange for atleast last three years
or
The projectAactivity plan must have been appraised by a financial institution
uAs 8A of the ,ompanies Act, 23;>, or a state finance corporation, or a
scheduled commercial bank with a paid up capital exceeding 6s. ;F crores,
or a category Merchant (anker with a net worth of atleast 6s.2F crores or a
venture capital fund with a net worth of atleast 6s. ;F crores
or
The applicant should have working capital arrangements with a bank having a
networth of at least 6s.;F crores.
o The applicant has paid dividend in atleast 4 out of the last 5 financial years
immediately preceding the year in which listing application has been made
or
The applicant has distributable profits in at least two out of the last three
financial years .an auditors certificate must be provided in this regard/.
64
or
The networth of the applicant is atleast 6s. ;F croresNNN
9hile considering the profitability A ability to distribute dividend, the non
recurring incomeAextraordinary income shall be excluded from the total
income. !urther in case of companies where networth criteria is satisfied on
account of shares being issued at a premium for consideration other than
cash, such cases be referred to the #isting Advisory ,ommittee .#A,/.
NNN $etworth meansD <aid up e)uity capital plus 6eserves excluding
revaluation reserve minus Miscellaneous 'xpenses not written off minus
balance in profit and loss account to the extent not set off
Q<rovided that ,lause 8 and ,lause ; shall not be applicable for listing ofD
a/ ')uity shares and securities convertible into e)uity issued by
i. a banking company including a local area bank .i.e. <rivate &ector (anks/
set up under sub1clause .c/ of &ection ; of the (anking 6egulation Act, 2383
and which has received license from the 6eserve (ank of ndia or
ii. a corresponding new bank set up under the (anking ,ompanies
.Ac)uisition and Transfer of @ndertakings/ Act, 23BF, (anking ,ompanies
.Ac)uisition and Transfer of @ndertakings/ Act, 23CF, &tate (ank of ndia Act,
23;; and the &tate (ank of ndia .&ubsidiary (anks/ Act, 23;3 .i.e. <ublic
&ector (anks/
65
=r
iii. an infrastructure company P .a/ whose project has been appraised by a
<ublic !inancial nstitution or nfrastructure :evelopment !inance ,orporation
.:!,/ or nfrastructure #easing and !inancial &ervices #imited .#&!&/ and
.b/ not less than ;L of the project cost is financed by any of the institutions
referred to in clause .a/ above, jointly or severally, irrespective of whether
they appraise the project or not, by way of loan or subscription to e)uity or a
combination of both.
b/ &ecurities other than e)uity shares or securities convertible into e)uity
shares at a later date issued by "overnment ,ompanies, <ublic &ector
@ndertakings, !inancial nstitutions, $ationalised (anks, &tatutory
,orporations, (anking ,ompanies and subsidiaries of &cheduled ,ommercial
(anks.Q
66
THE ALICANT DESIRO$S O" LISTING ITS SEC$RITIES SHO$LD
ALSO SATIS"! THE E#CHANGE ON THE "OLLOWING;
1. N% Dis*i+2i&ar- a*ti%& has 9))& ta<)& 9- %th)r st%*< ).*ha&')s a&4
r)',2at%r- a,th%riti)s i& th) +ast thr)) -)ars
The applicant, promotersApromoting company.ies/, group companies,
companies promoted by the promotersApromoting company.ies/ have not
been in default in payment of listing fees to any stock exchange in the last
three years or has not been delisted or suspended in the past and has not
been proceeded against by &'( or other regulatory authorities in
connection with investor related issues or otherwise.
7. R)4r)ssa2 ()*ha&is( %3 I&/)st%r 'ri)/a&*)
The points of consideration areD
The applicant, promotersApromoting company.ies/, group
company.ies/ track record in redressal of investor grievances
The applicantIs arrangements envisaged are in place for servicing its
investor
67
company.ies/ general approach and philosophy to the issue of
investor service and protection
defaults in respect of payment of interest andAor principal to the
debentureAbondAfixed deposit holders by the applicant,
promotersApromoting company.ies/, group companies, companies
promoted by the promotersApromoting company.ies/ shall also be
considered while evaluating a companyIs application for listing. The
auditorIs certificate shall also be obtained in this regard. n case of
defaults in such payments, the securities of the applicant company
may not be listed till such time it has cleared all pending obligations
relating to the payment of interest andAor principal.
3. Distri9,ti%& %3 shar)h%24i&'
The applicant companyApromoting company.ies/ shareholding pattern
on March 52 of preceding three years separately showing promoters
and other groupsI shareholding pattern should be as per the regulatory
re)uirements.
8. D)tai2s %3 Liti'ati%&
The applicant, promotersApromoting company.ies/, group companies,
companies promoted by the promotersApromoting company.ies/
litigation record, the nature of litigation, status of litigation during the
preceding three years need to be clarified to the exchange.
68
:. Tra*< R)*%r4 %3 Dir)*t%r(s) %3 th) C%(+a&-
n respect of the track record of the directors, relevant disclosures may
be insisted upon in the offer document regarding the status of criminal
cases filed or nature of the investigation being undertaken with regard
to alleged commission of any offence by any of its directors and its
effect on the business of the company, where all or any of the directors
of issuer have or has been charge1sheeted with serious crimes.
=. Cha&') i& C%&tr%2 %3 a C%(+a&->$ti2isati%& %3 3,&4s rais)4
3r%( +,92i*
n the event of new promoters taking over listed companies which
results in change in management andAor companies utilising the funds
raised through public issue for the purposes other than those
mentioned in the offer document, such companies shall make
additional disclosures .as re)uired by the 'xchange/ with regard to
change in control of a company and utilisation of funds raised from
public.
69
NOTE;
9here an unlisted company merges with a company listed on other stock
exchanges and the merged entity seeks listing on the $&', the 'xchange may
grant listing to the merged entity only if the listed company .prior to the merger
with the unlisted company/ meets all the criteria for listing on its own account or
the unlisted company meets the re)uirements for listing on the 'xchange, except
for the market capitalisation condition, on its own account. n case either of the
above conditions are not met then such company may be considered for listing
after a minimum period of 2C months or more or after the publication of two
annual reports whichever is later, provided it satisfies the criteria at that point of
time.
70
BOMBA! STOCK E#CH ANGE
71
ABO$T BSE
(ombay &tock 'xchange #imited is the oldest stock exchange in Asia with a rich
heritage. <opularly known as Q(&'Q, it was established as QThe $ative &hare &
&tock (rokers AssociationQ in 2CB;. t is the first stock exchange in the country to
obtain permanent recognition in 23;> from the "overnment of ndia under the
&ecurities ,ontracts .6egulation/ Act, 23;>.The 'xchange0s pivotal and pre1
eminent role in the development of the ndian capital market is widely recogni%ed
and its index, SENSEX, is tracked worldwide. 'arlier an Association of <ersons
.A=</, the 'xchange is now a demutualised and corporatised entity incorporated
under the provisions of the ,ompanies Act, 23;>, pursuant to the
(&'.,orporatisation and :emutualisation/ &cheme, 4FF; notified by the
&ecurities and 'xchange (oard of ndia .&'(/.
9ith demutualisation, the trading rights and ownership rights have been de1
linked effectively addressing concerns regarding perceived and real conflicts of
interest. The 'xchange is professionally managed under the overall direction of
the (oard of :irectors.The (oard comprises eminent professionals,
representatives of Trading Members and the Managing :irector of the 'xchange.
The (oard is inclusive and is designed to benefit from theparticipation of market
intermediaries.
72
n terms of organisation structure, the (oard formulates larger policy issues and
exercises over1all control. The committees constituted by the (oard are broad1
based.The day1to1dayoperations of the 'xchange are managed by the Managing
:irector and a management team of professionals.
The 'xchange has a nation1wide reach with a presence in 82B cities and towns
of ndia. The systems and processes of the 'xchange are designed to safeguard
market integrity and enhance transparency in operations. :uring the year 4FF81
4FF;, the trading volumes on the 'xchange showed robust growth.
The 'xchange provides an efficient and transparent market for trading in e)uity,
debt instruments and derivatives. The (&'0s =n #ine Trading &ystem .(=#T/ is a
proprietory system of the 'xchange and is (& BB331414FF4 certified. The
surveillance and clearing & settlement functions of the 'xchange are &=
3FF2D4FFF certified.
73
HERITAGE
The oldest exchange in Asia and the first exchange in the country to be granted
permanent recognition under the &ecurities ,ontract 6egulation Act, 23;>,
(ombay &tock 'xchange #imited .(&'/ has had an interesting rise to
prominence over the past 25F years.
9hile the (&' is now synonymous with :alal &treet, it wasnIt always so. n
fact the first venues of the earliest stock broker meetings in the 2C;Fs were
amidst rather natural environs 1 under banyan trees 1 in front of the Town *all,
where *orniman ,ircle is now situated. A decade later, the brokers moved
their venue to another set of foliage, this time under banyan trees at the
junction of Meadows &treet and Mahatma "andhi 6oad. As the number of
brokers increased, they had to shift from place to place, and wherever they
went, through sheer habit, they overflowed in to the streets. At last, in 2CB8,
found a permanent place, and one that they could, )uite literally, call their
own. The new place was, aptly, called :alal &treet.
The journey of (&' is as eventful and interesting as the history of ndiaIs
securitiesmarkets. ndiaIs biggest bourse, in terms of listed companies and
market capitalisation, (&' has played a pioneering role in the ndian
74
&ecurities Market 1 one of the oldest in the world. Much before actual
legislations were enacted, (&' had formulated comprehensive set of 6ules
and 6egulations for the ndian ,apital Markets. t also laid down best
practices adopted by the ndian ,apital Markets after ndia gained its
ndependence.
<erhaps, there would not be any leading corporate in ndia, which has not
sourced (&'Is services in resource mobili%ation.
(&' as a brand is synonymous with capital markets in ndia. The (&'
&'$&'? is the benchmark e)uity index that reflects the robustness of the
economy and finance. At par with international standards, (&' has been a
pioneer in several areas. t has several firsts to its credit even in an intensely
competitive environment.
!irst in ndia to introduce ')uity :erivatives
!irst in ndia to launch a !ree !loat ndex
!irst in ndia to launch @&R version of (&' &ensex
!irst in ndia to launch 'xchange 'nabled nternet Trading <latform
!irst in ndia to obtain &= certification for &urveillance, ,learing &
&ettlement
75
0(&' =n1#ine Trading &ystemI .(=#T/ has been awarded the globally
recognised the nformation &ecurity Management &ystem standard
(&BB3314D 4FF4.
!irst to have an exclusive facility for financial training
Moved from =pen =utcry to 'lectronic Trading within just ;F days
An e)ually important accomplishment of (&' is the launch of a nationwide
investor awareness campaign 1 &afe nvesting in the &tock Market 1 under
which nationwide awareness campaigns and dissemination of information
through print and electronic medium was undertaken. (&' also actively
promoted the securities market awareness campaign of the &ecurities and
'xchange (oard of ndia.
n 4FF4, the name The &tock 'xchange, Mumbai, was changed to (&'. (&',
which had introduced securities trading in ndia, replaced its open outcry
system of trading in 233;, when the totally automated trading through the
(&' =nline trading .(=#T/ system was put into practice. The (=#T network
was expanded, nationwide, in 233B. t was at the (&'0s nternational
,onvention *all that ndiaIs 2st (ell ringing ceremony in the history ,apital
76
Markets was held on !ebruary 2Cth, 4FF4. t was the listing ceremony of
(harti Tele ventures #td.
(&' with its long history of capital market development is fully geared to
continue its contributions to further the growth of the securities markets of the
country, thus helping ndia increase its sphere of influence in international
financial markets.
!or the premier &tock 'xchange that pioneered the stock broking activity in
ndia, 24; years of experience seem to be a proud milestone. A lot has
changed since 2CB; when 52C persons became members of what today is
called Q(ombay &tock 'xchange #imitedQ by paying a princely amount of 6e2.
&ince then, the stock market in the country has passed through both good
and bad periods. The journey in the 4Fth century has not been an easy one.
Till the decade of eighties, there was no measure or scale that could precisely
measure the various ups and downs in the ndian stock market. (ombay
&tock 'xchange #imited .(&'/ in 23C> came out with a &tock ndex that
subse)uently became the barometer of the ndian &tock Market.
BSE-SENSEX, first compiled in 23C> is a QMarket ,apitali%ation19eightedQ
index of 5F component stocks representing a sample of large, well1
established and financially sound companies. The base year of (&'1&'$&'?
77
is 23BC1B3. The index is widely reported in both domestic and international
markets through print as well as electronic media. BSE-SENSEX is not only
scientifically designed but also based on globally accepted construction and
review methodology. The !ar"et Capitalization-#eighted methodology is a
widely followed index construction methodology on which majority of global
e)uity benchmarks are based.
The growth of e)uity markets in ndia has been phenomenal in the decade
gone by. 6ight from early nineties the stock market witnessed heightened
activity in terms of various bull and bear runs. More recently, the bourses in
ndia witnessed a similar fren%y in the 0TMT0 sectors. The (&'1&'$&'?
captured all these happenings in the most judicial manner. =ne can identify
the booms and bust of the ndian e)uity market through (&'1&'$&'?.
The launch of (&'1&'$&'? in 23C> was later followed up in 7anuary 23C3
by introduction of (&' $ational ndex .(aseD 23C51C8 S 2FF/. t comprised of
2FF stocks listed at five major stock exchanges in ndia at Mumbai, ,alcutta,
:elhi, Ahmedabad and Madras. The (&' $ational ndex was renamed as
(&'12FF ndex from =ctober 28, 233> and since then it is calculated taking
into consideration only the prices of stocks listed at (&'.
78
9ith a view to provide a better representation of the increased number of
companies listed, increased market capitalisation and the new industry
groups, the 'xchange constructed and launched on 4Bth May, 2338, two new
index series vi%., the 0(&'14FF0 and the 0:=##'?14FF0 indices. &ince then,
(&' has come a long way in attuning itself to the varied needs of investors
and market participants. n order to fulfill the need of the market participants
for still broader, segment1specific and sector1specific indices, the 'xchange
has continuously been increasing the range of its indices. The launch of (&'1
4FF ndex in 2338 was followed by the launch of (&'1;FF ndex and ;
sectoral indices in 2333. n 4FF2, (&' launched the (&'1<&@ ndex,
:=##'?15F and the country0s first free1float based index 1 the (&' T',k
ndex taking the family of (&' ndices to 25.
The 'xchange also disseminates the <rice1'arnings 6atio, the <rice to (ook
Halue 6atio and the :ividend Eield <ercentage on day1to1day basis of all its
major indices.
The values of all (&' indices .except the :ollar version of indices/ are
updated every 2; seconds during the market hours and displayed through the
(=#T system, (&' website and news wire agencies.
79
All (&'1ndices are reviewed periodically by the Qndex ,ommitteeQ of the
'xchange. The committee frames the broad policy guidelines for the
development and maintenance of all (&' indices. The ndex ,ell of the
'xchange carries out the day to day maintenance of all indices and conducts
research on development of new indices.
80
BOARD O" DIRECTORS
N%<-E=#.u"!># C+)!')< Mr. Ja'4ish Ca+%%r
,hairman, *:!, (ank
MD 0 CEO M'( R)?<!@)<" P)"#/
Dir)*t%rs
Mr. . K. Ba&)r?i
A& .6etd./
Mr.S.Ja(9,&atha&
A& .6etd./
'x1,hairman1cum1Managing :irector
'xport ,redit and "urantee
,orporation, "ovt. of ndia
r%3. N. Ra/i*ha&4ra&
<rofessor, M Ahmedabad
Mr. Jit)sh Kh%s2a
7oint &ecretary, :ept. of ,ompany
Affairs, "ovt. of ndia
Mr. Vi?a- M,<hi
Managing :irector, Hijay Mukhi0s
,omputer nstitute
Mr. ra4i+ . Shah
,hairman, ndAsia !und Advisors <rivate
#imited
Mr. . . V%ra
'x1,hairman, ndustrial :evelopment
(ank of ndia and $ational &tock
'xchange of ndia #imited
81
Tra4i&' M)(9)r R)+r)s)&tati/)s Mr. ra<ash R. Ka*h%2ia
Mr. Ba2<isha& M%hta
Mr. Si44harth J. Shah
82
MANAGEMENT TEAM
Sr. N%. Na() D)si'&ati%& D)+art()&t
2 Mr. 6ajnikant
<atel
M: & ,'=
4 Mr. A. A.
Tirodkar
,hief 1 nvestor
&ervices
:epartment of nvestor
&ervices
5 Mr. &.(.
<atankar
,hief Technology
=fficer
:ept. of nformation
Technology
8 Mr. Jevin
:esou%a
,hief "eneral Manager :ept. of Administration &
<ersonnel Mgt.
; Mr. <.&. 6eddy ,hief "eneral Manager *6 .<olicies & <rocedures/,
:,& and :=&&
> Mr. &. &. Hyas ,hief 1 nternal ,ontrol nternal ,ontrol !unctions
B :r. (andi 6am
<rasad
,hief Jnowledge
=fficer
Jnowledge Management
C Mr. &uniel
Hichare
&enior "eneral
Manager
Member &ervices &
:evelopment
3 Mr. <. <.
Jaladharan
&enior "eneral
Manager
:ept. of =perations &
Trading .:=T/
2F Mr. T. H.
6angaswami
&enior "eneral
Manager
&trategy, <lanning &
<olicies
22 Mr. H. ".
(hagat
,ompany &ecretary &ecretarial & ,ompliance
24 Mr. &anjiv
Japur
"eneral Manager :ept. of &urveillance &
&upervision .:=&&/
83
25 Mrs. :evika &.
&hah
"eneral Manager ,learing & &ettlement,
:erivatives & :ebt
28 Mr. &. &. (olar "eneral Manager nvestments & Accounts
2; Mr. &anjay M.
"olecha
"eneral Manager :ept. of ,orporate &ervices
.:,&/
2> Mr. #alit
6anpuria
"eneral Manager :ept. of nformation
Technology .:T/
2B Mr. ,.
Hasudevan
"eneral Manager Jnowledge Management
2C Mr. 6ahul
&harma
"eneral Manager :ept. of =perations &
Trading .:=T/
23 Mr. &aji
,herian
"eneral Manager &trategy, <lanning &
<olicies
LISTING O" SEC$RITIES
#isting means admission of the securities to dealings on a recognised stock
exchange. The securities may be of any public limited company, ,entral or &tate
"overnment, )uasi1governmental and other financial institutionsAcorporations,
municipalities, etc.
The objectives of listing are mainly to D
provide li)uidity to securitiesK
84
mobili%e savings for economic developmentK
protect interest of investors by ensuring full disclosures.
The 'xchange has a separate #isting :epartment to grant approval for listing of
securities of companies in accordance with the provisions of the &ecurities
,ontracts .6egulation/ Act, 23;>, &ecurities ,ontracts .6egulation/ 6ules, 23;B,
,ompanies Act, 23;>, "uidelines issued by &'( and 6ules, (ye1laws and
6egulations of the 'xchange.
A company intending to have its securities listed on the 'xchange has to comply
with the listing re)uirements prescribed by the 'xchange. &ome of the
re)uirements are as underD 1
85
6. Mi&i(,( Listi&' R)5,ir)()&ts 3%r &)@ *%(+a&i)s
7. Mi&i(,( R)5,ir)()&ts 3%r *%(+a&i)s 4)2ist)4 9- this E.*ha&')
s))<i&' r)2isti&' %3 this E.*ha&')
3. Mi&i(,( R)5,ir)()&ts 3%r *%(+a&i)s 4)2ist)4 9- this E.*ha&')
s))<i&' r)2isti&' %3 this E.*ha&')
8. )r(issi%& t% ,s) th) &a() %3 th) E.*ha&') i& a& Iss,)r C%(+a&-As
+r%s+)*t,s
:. S,9(issi%& %3 L)tt)r %3 A++2i*ati%&
=. A22%t()&t %3 S)*,riti)s
B. Tra4i&' )r(issi%&
C. R)5,ir)()&t %3 6D S)*,rit-
E. a-()&t %3 Listi&' "))s
6F. C%(+2ia&*) @ith Listi&' A'r))()&t
66. GHG Gr%,+
24. Cash Ma&a')()&t S)r/i*)s (CMS) 1 C%22)*ti%& %3 Listi&' "))s
86
87
IIJ MINIM$M LISTING REK$IREMENTS "OR NEW COMANIES
.A/ Minimum ,apitalD
2. $ew companies can be listed on the 'xchange, if their issued &
subscribed e)uity capital after the public issue is 6s.2F crores. n addition
to this the issuer company should have a post issue networth .e)uity
capital T free reserves excluding revaluation reserve/ of 6s.4F crores.
4. !or new companies in high technology . i.e. information technology,
internet, e1commerce, telecommunication, media including advertisement,
entertainment etc./ the following criteria will be applicable regarding
threshold limitD
i. The total incomeAsales from the main activity, which should be in
the field of information technology, internet, e1commerce,
telecommunication, media including advertisement, entertainment
etc. should not be less than B;L of the total income during the two
immediately preceding years as certified by the Auditors of the
company.
ii. The minimum post1issue paid1up e)uity capital should be 6s.;
,rores.
88
iii. The minimum market capitalisation should be 6s.;F ,rores. .The
capitalisation will be calculated by multiplying the post issue
subscribed number of e)uity shares with the ssue price/.
iv. <ost issue networth . e)uity capital T free reserves excluding
revaluation reserve/ of 6s.4F ,rores.
(B) MINIM$M $BLIC O""ER;
As per 6ule 23.4/ .b/ of the &ecurities ,ontracts .6egulation/ 6ules, 23;B,
securities of a company can be listed on a &tock 'xchange only when at least
4;L of each class or kind of securities is offered to the public for subscription.
n case of <=s by unlisted companies in the T & entertainment sector, at least
2FL of the securities issued by the company may be offered to the public subject
to the followingD
Minimum 4F lac securities are offered to the public .excluding reservation,
firm allotment and promoters contribution/
The si%e of the offer to the public is minimum ;F crores.
89
!or this purpose, the term Qoffered to the publicQ means only the portion offered
to the public and does not include reservations of securities on firm or
competitive basis.
&'( may, however, relax this condition on the basis of recommendations of
stock exchange.s/, only in respect of a "overnment company defined under
&ection >2B of the ,ompanies Act, 23;>.
90
IIIJ MINIM$M LISTING REK$IREMENTS "OR COMANIES
LISTED ON OTHER STOCK E#CHANGES
The "overning (oard of the 'xchange at its meeting held on >th August, 4FF4
amended the direct listing norms for companies listed on other &tock
'xchange.s/ and seeking listing at (&'. These norms are applicable with
immediate effect.
2. The company should have minimum issued and paid up e)uity capital of
6s. 5 crores.
4. The ,ompany should have profit making track record for last three years.
The revenuesAprofits arising out of extra ordinary items or income from
any source of non1recurring nature should be excluded while calculating
distributable profits.
5. Minimum networth of 6s. 4F crores .networth includes ')uity capital and
free reserves excluding revaluation reserves/.
8. Minimum market capitalisation of the listed capital should be at least two
times of the paid up capital.
;. The company should have a dividend paying track record for the last 5
consecutive years and the minimum dividend should be at least 2FL.
>. Minimum 4;L of the company0s issued capital should be with $on1
<romoters shareholders as per ,lause 5; of the #isting Agreement. =ut of
above $on <romoter holding no single shareholder should hold more than
F.;L of the paid1up capital of the company individually or jointly with
91
others except in case of (anksA!inancial nstitutionsA!oreign nstitutional
nvestorsA=verseas ,orporate (odies and $on16esident ndians.
B. The company should have at least two years listing record with any of the
6egional &tock 'xchange.
C. The company should sign an agreement with ,:&# & $&:# for demat
trading.
92
IIIIJ Mi&i(,( R)5,ir)()&ts 3%r *%(+a&i)s 4)2ist)4 9- this
E.*ha&') s))<i&' r)2isti&' %3 this E.*ha&')
The companies delisted by this 'xchange and seeking relisting are re)uired to
make a fresh public offer and comply with the prevailing &'(0s and (&'0s
guidelines regarding initial public offerings.
UHV <ermission to use the name of the 'xchange in an ssuer ,ompany0s
prospectus
The 'xchange follows a procedure in terms of which companies desiring to list
their securities offered through public issues are re)uired to obtain its prior
permission to use the name of the 'xchange in their prospectus or offer for sale
documents before filing the same with the concerned office of the 6egistrar of
,ompanies. The 'xchange has since last three years formed a Q#isting
,ommitteeQ to analyse draft prospectusAoffer documents of the companies in
respect of their forthcoming public issues of securities and decide upon the
matter of granting them permission to use the name of Q(ombay &tock 'xchange
#imitedQ in their prospectusAoffer documents. The committee evaluates the
promoters, company, project and several other factors before taking decision in
this regard.
93
IVJ S$BMISSION O" LETTER O" ALICATION
As per &ection B5 of the ,ompanies Act, 23;>, a company seeking listing of its
securities on the 'xchange is re)uired to submit a #etter of Application to all the
&tock 'xchanges where it proposes to have its securities listed before filing the
prospectus with the 6egistrar of ,ompanies.
IVIJ ALLOTMENT O" SEC$RITIES
As per #isting Agreement, a company is re)uired to complete allotment of
securities offered to the public within 5F days of the date of closure of the
subscription list and approach the 6egional &tock 'xchange, i.e. &tock
'xchange nearest to its 6egistered =ffice for approval of the basis of allotment.
n case of (ook (uilding issue, Allotment shall be made not later than 2; days
from the closure of the issue failing which interest at the rate of 2;L shall be paid
to the investors.
94
IVIIJ TRADING ERMISSION
As per &ecurities and 'xchange (oard of ndia "uidelines, the issuer company
should complete the formalities for trading at all the &tock 'xchanges where the
securities are to be listed within B working days of finalisation of (asis of
Allotment.
A company should scrupulously adhere to the time limit for allotment of all
securities and dispatch of Allotment #ettersA&hare ,ertificates and 6efund
=rders and for obtaining the listing permissions of all the 'xchanges whose
names are stated in its prospectus or offer documents. n the event of listing
permission to a company being denied by any &tock 'xchange where it had
applied for listing of its securities, it cannot proceed with the allotment of shares.
*owever, the company may file an appeal before the &ecurities and 'xchange
(oard of ndia under &ection 44 of the &ecurities ,ontracts .6egulation/ Act,
23;>.
IVIIIJ REK$IREMENT O" 6D SEC$RIT!
The companies making publicArights issues are re)uired to deposit 2L of issue
amount with the 6egional &tock 'xchange before the issue opens. This amount
is liable to be forfeited in the event of the company not resolving the complaints
of investors regarding delay in sending refund ordersAshare certificates, non1
payment of commission to underwriters, brokers, etc.
95
II#J A!MENT O" LISTING "EES
All companies listed on the 'xchange have to pay Annual #isting !ees by the
5Fth April of every financial year to the 'xchange as per the &chedule of #isting
!ees prescribed from time to time.
The schedule of listing fees for the year 4FF814FF;, prescribed by the "overning
(oard of the 'xchange and approved by the &ecurities and 'xchange (oard of
ndia is given hereunderD
96
SCHED$LE O" LISTING "EES "OR THE !EAR 7FF:17FF=
&r.
$o.
<articulars
Amount
.6s./
2 nitial #isting !ees 4F,FFF
4
Annual #isting !ees
.i/ ,ompanies with paid1up capitalN upto 6s. ; crores
.ii/ Above 6s. ; crores and upto 6s. 2F crores
.iii/ Above 6s. 2F crores and upto 6s. 4F crores
2F,FFF
2;,FFF
5F,FFF
5 ,ompanies which have a paid1up capitalN of more than 6s. 4F
crores will pay additional fee of 6s. B;FA1 for every increase of
6s. 2 crores or part thereof.
8 n case of debenture capital .not convertible into e)uity shares/ of
companies, the fees will be charged W 4;L of the fees payable
as per the above mentioned scales.
Nncludes e)uity shares, preference shares, fully convertible debentures, partly
convertible debenture capital and any other security which will be converted into e)uity
shares.
97
I#J COMLIANCE WITH LISTING AGREEMENT
The companies desirous of getting their securities listed are re)uired to enter into
an agreement with the 'xchange called the #isting Agreement and they are
re)uired to make certain disclosures and perform certain acts. As such, the
agreement is of great importance and is executed under the common seal of a
company. @nder the #isting Agreement, a company undertakes, amongst other
things, to provide facilities for prompt transfer, registration, sub1division and
consolidation of securitiesK to give proper notice of closure of transfer books and
record dates, to forward copies of unabridged Annual 6eports and (alance
&heets to the shareholders, to file :istribution &chedule with the 'xchange
annuallyK to furnish financial results on a )uarterly basisK intimate promptly to the
'xchange the happenings which are likely to materially affect the financial
performance of the ,ompany and its stock prices, to comply with the conditions
of ,orporate "overnance, etc.
The #isting :epartment of the 'xchange monitors the compliance of the
companies with the provisions of the #isting Agreement, especially with regard to
timely payment of annual listing fees, submission of )uarterly results,
re)uirement of minimum number of shareholders, etc. and takes penal action
against the defaulting companies.
98
I#IJ GHG Gr%,+
The 'xchange has introduced a new category called QG "roupQ from 7uly 2333
for companies who have not complied with and are in breach of provisions of the
#isting Agreement. The number of companies placed under this group as at the
end of Ma-, 7FF6 @as 6,8B:.
The number of companies listed at the 'xchange as at the end of May 4FF2 was
:,CB8. This is the highest number among the &tock 'xchanges in the country
and in the world.
N)@ Dir)*t Listi&' &%r(s
The "overning (oard of the 'xchange at its meeting held on >th August, 4FF4
amended the direct listing norms for companies listed on other &tock
'xchange.s/ and seeking listing at (&'. These norms are applicable with
immediate effect.
2. The company should have minimum issued and paid up e)uity capital of
6s. 5 crores.
4. The ,ompany should have profit making track record for last three years.
The revenuesAprofits arising out of extra ordinary items or income from
any source of non1recurring nature should be excluded while calculating
distributable profits.
99
5. Minimum networth of 6s. 4F crores .networth includes ')uity capital and
free reserves excluding revaluation reserves/.
8. Minimum market capitalisation of the listed capital should be at least two
times of the paid up capital.
;. The company should have a dividend paying track record for the last 5
consecutive years and the minimum dividend should be at least 2FL.
>. Minimum 4;L of the company0s issued capital should be with $on1
<romoters shareholders as per ,lause 5; of the #isting Agreement. =ut of
above $on <romoter holding no single shareholder should hold more than
F.;L of the paid1up capital of the company individually or jointly with
others except in case of (anksA!inancial nstitutionsA!oreign nstitutional
nvestorsA=verseas ,orporate (odies and $on16esident ndians.
B. The company should have at least two years listing record with any of the
6egional &tock 'xchange.
C. The company should sign an agreement with ,:&# & $&:# for demat
trading.
100
I#IIJ CASH MANAGEMENT SERVICES (CMS) 1 COLLECTION O"
LISTING "EES
As a further step towards simplifying the system of payment of listing fees, the
'xchange has entered into an arrangement with *:!, (ank for collection of
listing fees, from 282 locations, situated all over ndia. :etails of the *:!, (ank
branches, are available on our website site www.bseindia.com as well as on the
*:!, (ank website www.hdfcbank.com The above facility is being provided free
of cost to the ,ompanies.
,ompanies intending to utilise the above facility for payment of listing fee would
be re)uired to furnish the information, .mentioned below/ in the Cash
Ma&a')()&t Cash D)+%sit S2i+. These slips would be available at all the
*:!, (ank centres.
S.N% HEAD IN"ORMATION TO BE ROVIDED
2.
,lient
$ame
(ombay &tock 'xchange #imited
4.
,lient
,ode
(&'#&T
5.
,he)ue
$o.
mention the che)ue $o & date
8. :ate date on which payment is being deposited with the bank.
;. :rawer
state the name of the company and the company code $o.The
last digits mentioned in the 6ef. $o. on the (ill is the company
code $o.).' f the R)3. N% i& th) Bi22 is mentioned as D #istingAAlf1
(illA4FF814FF;A88CC, then the code $o of that company is 88CC
101
>.
:rawee
(ank
state the bank on which che)ue is drawn
B.
:rawn on
#ocation
Mention the location of the drawee bank.
C.
<ickup
#ocation
$ot applicable
3.
$o. of
nsts
$ot applicable
The ,he)ue should be drawn in favour of (ombay &tock 'xchange #imited , and
should be payable, locally .,ompanies are re)uested to mention in the deposit
slip, the financial year.s/ for which listing fee is being paid. <ayment made
through any other slips would not be considered. The above slips will have to be
filled in )uadruplicate. =ne acknowledged copy would be provided to the
depositor by the *:!, (ank.
102
ANAL!SIS
TABLE NO. 6, COMARATIVE S$MMAR! O" CAITAL
REK$IREMENT.
103
S)ria2
N%.
Crit)ria BSE NSE
6
Ca+ita2 R)5,ir)4
(ai41$+)
M$M@M 2F ,6=6'&
M$M@M 2F
,6=6'&
7
Mar<)t
Ca+ita2iLati%&
M$M@M 4 TM'& =! <A:1@<
,A<TA#
M$M@M 4;
,6=6'&
3
r%3it Ma<i&'
R)*%r4
At1least last 5 years $.A.
8
N)t W%rth
R)5,ir)4
Minimum 4F cr.
The net worth of the
company has not
been wiped out by
the accumulated
losses resulting in a
negative net worth
104
,omparison when companyAies isAare already listed on other stock exchangeAs
:
Ca+ita2 R)5,ir)4
(ai41$+)
M$M@M 5,6=6'&
M$M@M 2F
,6=6'&
=
Mar<)t
Ca+ita2iLati%&
M$M@M 4 TM'& =! <A:1@<
,A<TA#
M$M@M 4;
,6=6'&
B
r%3it Ma<i&'
R)*%r4
At1least last 5 years
At1least two out of
the last three
financial years
C
N)t W%rth
R)5,ir)4
Minimum 4F cr. Minimum ;F cr.
E
Di/i4)&4 +a-i&'
tra*< r)*%r4
Minimum 5 years
Minimum 4 out of the
last 5 immediately
preceding financial
years
6F Listi&' R)*%r4
At1least t@% years listing record
with any 6egional &tock
'xchange.
At1least thr)) years
listing record with
any 6egional &tock
'xchange.

INTERRETATION
105
As per the Table $o.2 .,omparative summary of capital re)uirement./
Ca+ita2 R)5,ir)4; 1
=n $&' for new companies minimum paid up capital re)uirement
is 2F crores, while on (&' the re)uirement is also 2F crores & for new companies in
high technology the minimum post1issue paid1up e)uity capital should be 6s.; ,rores.
Mar<)t Ca+ita2iLati%&; 1
=n $&' the market capitali%ation should be 4; crores, while
on (&' the minimum market capitalisation should be 6s.;F ,rores .in case of new
companies in high technology/.
r%3it Ma<i&' R)*%r4; 1
=n $&' the company must have distributable profits in at
least two out of the last three financial years .an auditors certificate must be provided in
this regard/, while for listing company on (&' ,ompany should have profit making track
record for last three years
N)t W%rth R)5,ir)4; 1
=n $&' the net worth of the company has not been wiped out
by the accumulated losses resulting in a negative net worth, while on (&' the issuer
company should have a post issue net worth .e)uity capital T free reserves excluding
revaluation reserve/ of 6s.4F crores.
Di/i4)&4 +a-i&' tra*< r)*%r4; 1
106
=n $&' the applicant has paid dividend in at least 4
out of the last 5 financial years immediately preceding the year in which listing
application has been made.in case/,while on (&' the company should have a dividend
paying track record for the last 5 consecutive years and the minimum dividend should be
at least 2FL. .when companyAies isAare already listed on other stock exchangeAs/.
Listi&' R)*%r4; 1
=n $&' the applicant should have been listed on any other recognised
stock exchange for at least last three years, while on (&' the company should have at
least two years listing record with any of the 6egional &tock 'xchange.
107
COMARISON O" LISTING "EES
BSE NSE
I&itia2 Listi&' "))s
6s.4F, FFF 6s.B, ;FF
A&&,a2 Listi&' "))s
C%(+a&i)s @ith +ai4 ,+ shar) a&4>%r 4)9)&t,r) *a+ita2;
@p to 6s. ; crores
2F,FFF
=f 6s.2 crore 8,4FF
Above 6s.2 crore and
up to 6s.; crores
C,8FF
Above 6s. ;
crores and up to
6s. 2F crores
2;,FFF
Above 6s.; crores and
up to 6s.2F crores
28,FFF
Above 6s. 2F
crores and up to
6s. 4F crores
5F,FFF
Above 6s.2F crores
and up to 6s.4F crores
4C,FFF
Above 4F crores
Additional fee of 6s.
B;FA1 for every
increase of 6s. 2
crores or part thereof.
Above 6s.4F crores
and up to 6s.;F crores
84,FFF
Above 6s.;F crores BF,FFF
The comparison of INITIAL LISTING !!S is sho"n in #he char#$%1
108
NSE
BSE
NSE BSE
I<!"!)/ L!*"!<A -##* (I< R*()
NSE BSE
71700 201000
&i#h #he he'p of #hese char#s "e can simp'if( #he comparison of 'is#in) fees. These char#s
*epic# #ha# 'is#in) fees on NS! is m+ch 'o"er #han on ,S!.
109
The -.T/!. LISTING !!S on NS! is sho"n in #he char#$ %2
NSE
8,7FF
C,8FF
68,FFF
7C,FFF
87,FFF
BF,FFF
O3 Rs.6 *r%r) Rs.6 *r t% Rs.: *r Rs.: *r t% Rs. 6F*r
Rs.6F *r t% Rs.7F *r Rs.7F *r t% Rs.:F *r A9%/) Rs.:F *r%r)s
110
The -.T/!. LISTING !!S on ,S! is sho"n in #he char#$ %3
BSE
6F,FFF
6:,FFF
3F,FFF
B:F
$+ t% Rs. : *r Rs.: *r t% Rs. 6F*r
Rs.6F *r t% Rs.7F *r A9%/) 7F *r%r)sM
f we take the initial listing fees so we see that $&' charges less amount when
(&' charges a huge amount 0 as "e #ra1e' f+r#her #he char)es char)e* 2( NS! for
'is#in) on i# is 'o"er #han #he on ,S!.
111
BENE"ITS
2. A premier market place
4. Hisibility
5. #argest exchange
8. @nprecedented reach
;. Modern infrastructure
>. Transaction speed
B. &hort settlement cycles
C. (roadcast of corporate announcements
3. Trade statistics for listed companies
2F. nvestor service centers
22. $ominal listing fees
112
6. A +r)(i)r (ar<)t+2a*)
The sheer volume of trading activity ensure that the impact cost is lower on $&'
which in turn reduces the cost of trading to the investor. $&'Is automated trading
system ensures consistency and transparency in the trade matching which
enhances investors confidence and visibility of our market.
7. Visi9i2it-
The trading system in $&' provides unparallel level of trade and post1trade
information. The best ; buy and sell orders are displayed on the trading system
and the total number of securities available for buying and selling is also
displayed. This helps the investor to know the depth of the market. !urther,
corporate announcements, results, corporate actions etc are also available on
the trading system.
3. Lar')st E.*ha&')
$&' is the largest exchange in the county in terms of trading volumes. :uring
the year 4FF514FF8, $&' reported a turnover of 6s. 2,F33,;5; crores in the
e)uities segment.
113
8. $&+r)*)4)&t)4 r)a*h
$&' provides a trading platform that extends across the length and breadth of
the country. nvestors from 5>F centres can avail of trading facilities on the $&'
Trading $etwork. The 'xchange uses the latest in communication technology to
give instant access from every location.
:. M%4)r& i&3rastr,*t,r)
$&' introduced for the first time in ndia, fully automated screen based trading.
The 'xchange uses a sophisticated telecommunication network with over 3FFF
trading terminals connected through H&ATs .Hery &mall Aperture Terminals/.
=. Tra&sa*ti%& s+))4
The speed at which $&' processes orders, results in li)uidity and better
available prices. $&'0s trading system on an average processes CFFF orders per
minute. The highest number of trades in a day of 4C,83,3CB was recorded on
7anuary F;, 4FF;.
114
B. Sh%rt s)tt2)()&t *-*2)s
$&' has successfully completed more than 24;F settlements without any delays.
C. Br%a4*ast 3a*i2it- 3%r *%r+%rat) a&&%,&*)()&ts
The $&' network is used to disseminate information and company
announcements across the country. mportant information regarding the
company is announced to the market through the (roadcast Mode on the $'AT
&ystem as well as disseminated through the $&' website. ,orporate
developments such as financial results, book closure, announcements of bonus,
rights, takeover, mergers etc. are disseminated across the country thus
minimi%ing scope for price manipulation or misuse.
E. Tra4) statisti*s 3%r 2ist)4 *%(+a&i)s
#isted companies are provided with monthly trade statistics for all the securities
of the company listed on $&'.
6F. I&/)st%r s)r/i*) *)&t)rs
115
&ix in$estor-ser$ice centers opened by $&' across the country cater to the
needs of investors.
66. N%(i&a2 2isti&' 3))s
The listing %ee charged by $&' is much lower compared to the listing fees
charged (&'.
116
CONCL$SION
=n the basis of above stated study it has been assorted that with respect to
technology, listing fees, listing procedure, eligibility criteria of listing & listing
re)uirements the $ational &tock 'xchange has the edge.
:espite the fact that (ombay &tock 'xchange is older & has high level of trading
volume.
*owever, Many market <layers, (rokers, sub1brokers, trading firms etc. deal
through the (ombay &tock 'xchange.
117
FINDINGS
%hen & complete the assign project research then & finds some
important points in this report these are given as follows'
There are capital re(uire )paid up* must be minimum +, crore
for listing in SE or BSE for a particular company.
&nitial listing fees for a particular company in national stock
exchange are much lower then on Bombay stock exchange.
-arket capitali"ation of the Bombay stock exchange is more then
national stock exchange.
The daily turnover of national stock exchange is more then Bombay
stock exchange on daily basis.
118
LIMITATION
There are many limitations of this research report which are given as
follows.
Short period of time.
There are some changes in stock market in daily basis.
This project merely tells about the listing procedure of e(uities on
SE and BSE.
This project report not tells about the listing procedure of corporate
bonds and mutual funds etc
119
BIBLIOGRAH!
A$THORS
RASANNA CHANDRA
$NITHARVATH! ANDIAN
"ISCHER JORDAN
WEBSITES
google.com
nseindia.com
bse.com
myiris.com
indiabulls.com
MAGAHINES > NEWSAERS
The (usiness 9orld
The (usiness Today
The !inancial 'xpress
The "lobal (usiness
120

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