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CHAPTER: 1THE INDIAN CAPITAL MARKET - AN OVERVIEW

Capital market in any country plays an important role in supporting technological progress and in economic development by channeling funds for investment in productive assets, contributing to long term growth prospects of the economy. The direct influence of capital market is seen in the growth of corporate sector, that have reduced the dependent on bank as a source of finance to raise in the capital market .It consists of primary and secondary markets. The primary market deals with the issue of new instruments by the corporate sector such as equity shares, preference shares and debt instruments. Central and State governments, various public sector industrial units (PSUs),statutory and other authorities such as state electricity boards and port trusts also issue bonds/debt instruments .The primary market in which public issue of securities is made through a prospectus is are tail market and there is no physical location. Offer for subscription to securities is made to investing community. The secondary market or stock exchange is a market for trading and settlement of securities that have already been issued. The investors holding securities sell securities through registered brokers/sub-brokers of the stock exchange. Investors who are desirous of buying securities purchase securities through registered brokers/subbrokers of the stock exchange. It may have a physical location like a stock exchange or a trading floor. Since 1995, trading in securities is screen-based and Internet-based trading has also made an appearance in India.T h e s e c o n d a r y m a r k e t c o n s i s t s o f 2 3 s t o c k e x c h a n g e s including the National Stock Exchange, Over-theCounter Exchange of India (OTCEI) and Inter Connected S t o c k Exchange of India Ltd. The secondary market provides a trading place for the securities already issued, to be bought and sold. It also provides liquidity to the initial buyers in the primary market to re-offer the securities to any interested buyer at any price, if mutually accepted. An active secondary market actually promotes the growth of the primary market and capital formation because investors in the primary market are assured of a continuous market and they can liquidate their investments.

The securities market moved from T+3settlement period to T+2 rolling settlement with effect from April 1, 2003 1.1 CAPITAL MARKET PARTICIPANTS: There are several major players in the primary market. These include the merchant bankers, mutual funds, financial institutions, foreign institutional investors (FIIs) and individual investors. In the secondary market, there are the stock brokers (who are members of the stock exchanges), the mutual funds, financial institutions, foreign institutional investors (FIIs), and individual investors. Registrars and Transfer Agents, Custodians and Depositories are capital market intermediaries that provide important infrastructure services for both primary and secondary markets.

1.2 MARKET REGULATION: It is important to ensure smooth working of capital market, as it is the arena where the p l a y e r s i n t h e e c o n o m i c g r o w t h o f t h e c o u n t r y c o m e t o g e t h e r . V a r i o u s l a w s h a v e b e e n passed from time to time to meet this objective .The financial market in India was highly segmented until the initiation of reforms in 1992-9 3 o n a c c o u n t o f a variety of regulations and administered prices including b a r r i e r s t o entry. The reform process was initiated with the establishment of Securities and Exchange Board of India (SEBI).T h e legislative framework before SEBI came into being c o n s i s t e d o f t h r e e m a j o r A c t s governing the capital markets:1. The Capital Issues Control Act 1947, which restricted access to the securities market and controlled the pricing of issues.2. The Companies Act, 1956, which sets out the code of conduct for the corporate sector in relation to issue, allotment and transfer of securities, and disclosures to be made in publicissues.3 . T h e S e c u r i t i e s C o n t r a c t s ( R e g u l a t i o n ) A c t , 1 9 5 6 , w h i c h r e g u l a t e s t r a n s a c t i o n s i n securities through control over stock exchanges. In addition, a number of other Acts, e g .,the Public Debt Act, 1942, the Income Tax Act, 1961,

the Banking Regulation Act, 1949,have substantial bearing on the working of the securities market.

1.3 PRIMARY MARKET: Companies raise funds to finance their projects through various methods. The promoter scan bring their own money of borrow from the financial institutions or mobilize capital by issuing securities. The funds may be raised through issue of fresh shares at par or premium , p r e f e r e n c e s shares, debentures or global depository receipts. The m a i n o b j e c t i v e s o f a capital issue are given below:

To promote a new company To expand an existing company To diversify the production To meet the regular working capital requirements To capitalize the reserves Stocks available for the first time are offered through primary market. The issuer may be a new company or an existing company. These issues may be of new type or the security used in the past. In the primary market the issuer can be considered as a manufacturer. The issuing houses, investment bankers and brokers act as the channel of distribution for the new issues. They take the responsibility of selling the stocks to the public.

1.3.1 THE FUNCTION OF PRIMARY MARKET : The main service functions of the primary market are o r i g i n a t i o n , u n d e r w r i t i n g a n d distribution. Origination deals with the origin of the new issue. The proposal is analyzed in terms of the nature of the security, the size of the issue, timing of the issue and floatation method of the issue. Underwriting contract makes the share predictable and removes the element of uncertainty in the subscription (underwriting is given in the latter part of this chapter). Distribution refers to the sale of securities to the investors. This is carried out with the help of the lead managers and brokers to the issue.

1.3.2 FACTORS CONSIDERED BY THE INVESTORS : A .Promoters Credibility P r o m o t e r s p a s t p e r f o r m a n c e w i t h r e f e r e n c e t o t h e c o m p a n i e s promoted by them earlier. The integrity of the promoters should be found out with enquiries and from financial magazines and newspapers B. Efficiency of the Management The managing directors background and experience in the field .The composition of the Board of Directors is to be studied to find out whether it is broad based and professionals are included. C. Project Details The credibility of the appraising institution o r a g e n c y . The stake of the appraising agency in the forthcoming issue. D.P r o d u c t R e l i a b i l i t y o f t h e d e m a n d a n d s u p p l y p r o j e c t i o n s o f t h e p r o d u c t . Competition faced in the market and the marketing strategy .I f t h e p r o d u c t i s e x p o r t o r i e n t e d , t h e t i e - u p w i t h t h e f o r e i g n collaborator or agency for the purchase of products E..F i n a n c i a l D a t a A c c o u n t i n g p o l i c y . Revaluation of the assets, if any .Analysis of the data related to capital, reserves, turnover, profit ,dividend record and profitability ratio. F..L i t i g a t i o n P e n d i n g l i t i g a t i o n s a n d t h e i r e f f e c t o n t h e p r o f i t a b i l i t y o f t h e company. Default in the payment of dues to the banks and financial institutions.

G.Risk Factors A careful study of the general and s p e c i f i c r i s k f a c t o r s s h o u l d b e carried out.H.Auditors Report A through reading of the auditors report is needed especially withreference to significant notes to accounts, qualifying remarks and changes in the accounting policy. In the case of letter of offer the investors have to look for the recen tly audited working result at the end of letter of offer .I. Statutory Clearance Investor should find out whether all the required statutory clearance has been obtained, if not, what is the current status. The clearances used to have a bearing on the c o m p l e t i o n o f t h e project .J..I n v e s t o r S e r v i c e P r o m p t n e s s in replying to the enquiries of allocation of shares ,refund of money, annual reports, dividends and share t r a n s f e r should be assessed with the help of past record.

1.4 INITIAL PUBLIC OFFERINGS: The first offering of a companys shares to the public. The shares offered may be existing ones held privately, or the company may issue new shares to the public. 1.4.1 PARTIES INVOLVED IN THE IPO: The promoters also should have a clear idea about the agencies to coordinate their activities effectively in the public issue. The various parties involved are: The manager to the issue, The registrars to the issue, Underwriters, Bankers, Advertising agencies, Financial Institutions and Government /Statutory Agencies. The Managers To The Issue: Lead managers are appointed by the company to manage the initial public offering campaign. Their main duties are: Drafting of prospectus Preparing the budget of expenses related to the issue Suggesting the appropriate timings of the public issue Assisting in marketing the public issue successfully Advising the company in the appointment of registrars to the issue, underwriters ,brokers, bankers to the issue, advertising agents etc.

Directing the various agencies involved in the public issue .T h e merchant banking division of the financial institutions, s u b s i d i a r y o f c o m m e r c i a l l banks, foreign banks, private sector banks and private agencies are available to act as lead mangers. Such as SBI Capital Markets Ltd., Bank of Baroda, Canara Bank , DSP Financial Consultant Ltd. ICICI Securities & Finance Company Ltd., etc. The Registrar To The Issue After the appointment of the lead managers to the issue, in consultation with them, the R e g i s t r a r t o t h e i s s u e i s appointed. Quotations containing the details of the v a r i o u s functions they would be performing and charges for them are called for selection. Among them the most suitable one is selected. It is always ensured that the registrar to the issue has the necessary infrastructure like Computer, Internet and telephone .The Registrars normally receive the share application from various collection centers. They recommend the basis of allotment in consultation with the Regional Stock Exchange for approval. Usually registrars to the issue retain the issuer records at least for a period of six m o n t h s from the last date of dispatch of letters of allotment to e n a b l e t h e i n v e s t o r s t o approach the registrars for redressal of their complaints. The Underwriters Underwriting is a contract by means of which a person gives an assurance to the issuer to the effect that the former would subscribe to the securities offered in the event of non -subscription by the person to whom they were offered. The person who assures is called an u n d e r w r i t e r . T h e u n d e r w r i t e r s d o n o t b u y a n d s e l l s e c u r i t i e s . T h e y s t a n d a s b a c k - u p supporters and underwriting is done for a commission. Underwriting provides an insurancea g a i n s t t h e p o s s i b i l i t y o f i n a d e q u a t e s u b s c r i p t i o n . U n d e r w r i t e r s a r e d i v i d e d i n t o t w o categories: Financial Institutions and Banks Brokers and approved investment companies.T h e c o m p a n y a f t e r t h e c l o s u r e o f s u b s c r i p t i o n l i s t c o m m u n i c a t e s i n w r i t i n g t o t h e underwriter the t

otal number of shares/debentures under subscribed, the n u m b e r o f shares/debentures required to be taken up by the underwriter. The underwriter would take up the agreed portion. If the underwriter fails to pay, the company is free to allot the share so o t h e r s or take up proceeding against the underwriter to claim d a m a g e s f o r a n y l o s s suffered by the company for his denial. The Bankers To The Issue: Bankers to the issue have the responsibility of collecting the application money along with the application form. The bankers to the issue generally charge commission besides the brokerage, if any. Depending upon the size of the public issue more than one banker to the issue is appointed. When the size of the issue is large, 3 to 4 banks are appointed as bankers to the issue. The number of collection centers is specified by the central government. The bankers to the issue should have branches in the specified collection centers. Advertising Agents: Advertising plays a key role in promoting the public issue. Henc e, the past track record of the advertising agency is studied carefully. Tentative program of each advertising agency long with the estimated cost are called for. After comparing the effectiveness and cost of each program with the other, a suitable advertising agency if selected in consultation with the lead managers to the issue . The advertising agencies take the responsibility of giving publicity to the issue on the suitable media. The media may be newspapers/ magazines/hoardings/press release or a combination of all. The Financial Institutions Financial institutions generally underwrite the issue and lend term loans to the companies .Hence, normally they go through the draft of prospectus, study the proposed program for public issue and approve them. IDBI, IFCI & ICICI, LIC, GIC and UTI are the some of the financial institutions that underwrite and give financial assistance. The lead manager sends copy of the draft prospectus to the financial institutions and includes their comments, if any in the revised draft. Government And Statutory Agencies The various regulatory bodies related with the public issue are:

Securities Exchange Board of India Registrar of companies Reserve Bank of India (if the project involves foreign investment) Stock Exchange where the issue is going to be listed Industrial licensing authorities Pollution control authorities (clearance for the project has to be stated in the prospectus) 1.4.2 COLLECTION CENTERS Generally there should be at least 30 mandatory collection centers inclusive of the places w h e r e s t o c k e x c h a n g e s a r e located. If the issue is not exceeding Rs.10 Cr (excluding premium if any) the mandatory collection centers are the four metropolitan centers viz .Mumbai, Delhi, Kolkata and Chennai and at all such centers where stock exchanges are located in the region in which the registered office of the company is situated. The regional divisions of the various stock exchanges and the places of their locations are given in the following table:

Table 1.2: Collection centers R e g i o n E x c h a n g e C i t y Northern Region Ludhiana Stock Exchange Delhi Stock Exchange Jaipur Stock Exchange U P Stock Exchange Ludhiana Delhi Jaipur Kanpur Southern Region Hyderabad Stock Exchange Bangalore Stock Exchange Mangalore Stock Exchange Madras Stock Exchange Coimbatore Stock Exchange Cochin Stock ExchangeHyderabadBangaloreManagloreChennaiCoimbatoreCochinE a s t e r n R e g i o n C a l c u t t a S t o c k E x c h a n g e Gawahati Stock Exchange Magadha Stock Exchange Bhubaneswar Stock Exchange Kolkatta Gawahati Patna Bhubaneswar Western Region Bombay Stock Exchange National Stock Exchange OTCEL Stock Exchange M P Stock Exchange Pune Stock Exchange Vadodara Stock Exchange Ahmedabad

Stock Exchange Sauashtra Kutch Stock ExchangeMumbaiMumbaiMumbaiIndorePuneVadodaraAhmedabad Rajkot11

In addition to the collection branch, authorized collection agents may also be appointed .T h e n a m e s a n d a d d r e s s e s o f s u c h agent should be given in the offer documents. The collection agents are permitted to collect such application money in the form of cheques, draft, and stock-invests and not in the form of cash. The application money so collected should be deposited in the special share application account with the designated scheduled bank either on the same day or latest by the next working day .The application collected by the bankers to the issue at different centers are forwarded to the Registrar after realization of the cheques, within a period of 2 weeks from the date of closure of the public issue. The applications accompanied by stock-invests are sent directly to the Registrars to the issue along with the schedules within one week from the date of c l o s u r e o f t h e i s s u e . T h e investors, who reside in places other than m a n d a t o r y a n d authorized centers, can send their application with stock-invests to the Registrar to the issue directly by registered post with acknowledgement due card. 1.4.3 PLACEMENT OF THE IPO Initial public offers are floated through Prospectus; Bought out deals/offer for sale; Private Placement and Book Building. OFFER THROUGH PROSPECTUS According to Companies (Amendment) Act 1985, application forms for shares of a company should be accompanied by a Memorandum (abridged prospectus). I n s i m p l e terms a prospectus document gives details regarding the company and invites offers for subscription or purchase of any shares or debentures from the public. The draft prospectus has to be sent to the Regional Stock Exchange where the shares of the company are to be listed and also to all other stock exchanges where the shares are proposed to be listed. The stock exchange scrutinizes the draft prospectus. After scrutiny if there is any clarification needed, the stock exchange writes to the company and also

suggests modification if any .T h e p r o s p e c t u s s h o u l d c o n t a i n details regarding the statutory provisions for the issue , program of public issue opening, closing and earliest closing date of the issue, issue to be listed at, highlights and risk factors, capital structure, board of directions, registered office o f t h e c o m p a n y , b r o k e r s t o the issue, brief description of the issue, cost of the p r o j e c t , projected earnings and other such details. The board, lending financial institutions and the stock exchanges in which they are to be listed should approve the prospectus. Prospectus is distributed among the stock exchanges, brokers and underwriters, collecting branches of the bankers and to the lead managers. Table 1.3: Salient Features of the Prospectus Salient Features of the Prospectus: 1GeneralInformation Name and address of the registered office of the company .The name(s) of the stock exchange(s) where applications have been made for permission to deal in and for official quotations of shares/debentures .Opening, closing and earliest closing dates of the issue .Name and address of lead managers.

2 Capital Structure of the Company Issued, subscribed and paid-up capital. Size of the present issue giving separately reservation for preferential allotment to promoters and others .Paid-up capital After the present issue Details regarding the promoters contribution .Terms of the Present Issue Authority for the issue, terms of payment, procedure and time schedule for allotment, issue of certificate and rights of the instrument holders .How to apply availability of forms, prospectus and mode of payment .Special tax benefits to the company and share holders under the Income Tax Act, if any .Particulars of the Issue Object of the issue Project cost Means of financing (including promoters contribution).Company ,Management and Project History, main objects and present business of the company .Subsidiary (ies) of the company, if any .Promoters and their background .Names, addresses and occupation of

managing directors and other directors including nominee directors and whole-time directors .Location of the project .Plant and machinery, technological process etc .Collaboration, any performance guarantee or assistance in marketing by the collaborators .Infrastructure facilities for raw materials and utilities like water ,electricity etc. Schedule of implementation of the project and progress so far ,giving details of land acquisition, civil works, installation of plant and machinery, trail production, consumer production etc. The Product (a) Nature of the products Consumer or Industrial and the end users; (b) Approach to marketing and proposed marketing set-up; (c) Export possibilities and export obligations ,if any .Future prospects expected capacity utilization during the first three years from the date of commencement of production and the expected year when the company would be able to earn cash profit and net profit .Stock market data for shares, debentures of the company (high low price for each of the last years in consideration).Particulars regarding the other listed companies under the same management, which have made any capital issues during the last14

Here, the promoter places his shares with an investment b a n k e r ( b o u g h t o u t d e a l e r o r sponsor) who offers it to the public at a later date. In other works in a bought out deal, an existing company off -loads a part of the promoters capital t o a w h o l e s a l e r i n s t e a d o f making a public issue. The wholesaler is invariably a merchant banker or sometimes just a company with surplus cash. In addition to the main sponsor, there could be individuals and o t h e r smaller companies participating in the syndicate. The s p o n s o r s h o l d o n t o t h e s e shares for a period and at an appropriate date they offer the same to the public. The hold on period may be as low as 70 days or more than a year .In a bought out deal, proving is the essential element to be decided. The bought out dealer decides the price after analyzing the viability, the gestation period, promoters background and future projections. A bough out dealer sheds the shares at a premium to the public. PRIVATE PLACEMENT In this method the issue is placed with a small number of financial institutions, c orporate bodies and high net worth individuals. The financial intermediaries purchase the shares and sell them to investors at a later date at a suitable price. The stock is placed with issue house client with the medium of placing letter and other documents which taken togethe r contribute a prospectus, giving the information regarding the issue. The special feature of the private placement is that the issues are negotiated between the issuing company and the purchasing intermediaries. Listed public limited company as well as closely held private limited company can access the public through the private placement method. Mostly in the p r i v a t e p l a c e m e n t s e c u r i t i e s a r e s o l d t o f i n a n c i a l i n s t i t u t i o n s l i k e U n i t T r u s t o f I n d i a mutual funds, insurance companies, and merchant banking subsidiaries of commercial banks and so on. Through private placement equity shares, preference shares, cumulative convertible preference shares, debentures and bonds are sold. BOOK BUILDING

Book building is a mechanism through which the initial public offerings (IPOS) take place in the U.S. and in India it is gaining importance with every issue. Most of the recent new issue offered in the market has been through Book Building process. Similar mechanisms a r e u s e d i n t h e p r i m a r y market offerings of GDRs also. In this process the p r i c e determination is based on orders placed and investors have an opportunity to place order sat different prices as practiced in international offerings .The recommendations given by Malegam Committee paved way for the introduction of the b o o k b u i l d i n g process in the capital market in Oct 1995. Book building i n v o l v e s f i r m allotment of the instrument to a syndicate created by the lead managers who sell the issue at an acceptable price to the public. Originally the potion of book building process was available to companies issuing more than Rs.100 cr. The restriction on the minimum size was removed and SEBI gave impression to adopt the book building method to issue of any s i z e . I n the prospectus, the company has to specify the placement p o r t i o n u n d e r b o o k building process. The securities available to the public are separately known as net offer to he public. Nirma by offering a maximum of 100 lakh equity shares through this process was set to be the first company to adopt the mechanism .Among the lead managers or the syndicate members of the issue or the merchant bankers as member. The issuer company as a book runner nominates this member and his name is mentioned in the draft prospectus. The book runner has to circulate the copy of the draft prospectus to be filed with SEBI among the institutional buyers who are eligible for firm allotment. The draft prospectus should indicate the price band within which the securities are being offered for subscription .The offers are sent to the book runners. He maintains a record of names and number of securities offered and the price offered by the institutional buyer within the placement portion and the price for which the order is received to the book runners. The book runner and the issuer company finalize the price. The issue price for the placement portion and offer to the public should be the same. Underwriting agreement is entered into after the fixation of the price .O n e d a y e a r l i e r t o t h e o p e n i n g o f t h e i s s u e t o t h e p u b l i c , t h e b o o k r u n n e r c o l l e c t s t h e application forms along with the application money from the institutional buyers and the underwriters. The book runner and other intermediaries

i n v o l v e d i n t h e b o o k b u i l d i n g process should maintain records of the book building process. The SEBI has the right to inspect the records.

Book building as discussed is a process of offering s e c u r i t i e s i n w h i c h b i d s a t v a r i o u s prices from investors through syndicate members are collected. Based on bids, demand for the security is assessed and its price discovered. In case of normal public issue, investor knows the price in advance and the demand is known at the close of the issue. In case of public issue through book building, demand can be known at the end of everyday but price is known at the close of issue .An issuer company proposing to issue capital through book building has two options viz.,75% book building route and 100% book building route. In case of 100% book building r o u t e i s a d o p t e d , n o t m o r e t h a n 6 0 % o f n e t o f f e r t o p u b l i c c a n b e a l l o c a t e d t o Q I B s (Qualified Institutional Buyers), not less than 15% of the net offer to the public can be allocated to non-institutional investors applying for more than 1000 shares and not less than25% of the net offer to public can be allocated to retail investors applying for up to 1000shares. In case 75% of net public offer is made through book building, not more than 60%o f t h e n e t o f f e r c a n b e a l l o c a t e d t o Q I B s a n d n o t l e s s t h a n 1 5 % o f t h e n e t o f f e r c a n b e allocated to noninstitutional investors. The balance 25% of the net offer to public, offered at a price determined through book building, are available to retail individual investors who have either not participated in book building or have not received any allocation in the book built portion. Allotment to retail individual or non-institutional investors is made on the basis of proportional allotment system. In case of under subscription in any category ,the un-subscribed portions are allocated to the bidder in other categories. The book built p o r t i o n , 1 0 0 % o r 75%, as the case may be, of the net offer to public, are c o m p u l s o r i l y underwritten by the syndicate members or book runners.

Other requirements for book building include: Bids remain open for at least 5 days.

Only electronic bidding is permitted. Bids are submitted through syndicate members. Bids can be revised. Bidding demand is displayed at the end of every day. Allotments are made not later than 15 days from the closure of the issue etc .The 100% book building has made the primary issuance process comparatively faster and cost effective and trading can commence from T+16.The SEBI guidelines for book building provides that the company should be allowed to d i s c l o s e t h e floor price, just prior to the opening date, instead of in t h e R e d h e r r i n g prospectus, which may be done by any means like a public advertisement in newspaper etc .Flexibility should be provided to the issuer company by permitting them to indicate a 20%price band. Issuer may be given the flexibility to revise the price band during the bidding period and the issuers should be allowed to have a closed book building i.e. the book will n o t b e m a d e p u b l i c . T h e mandatory requirement of 90% subscription should not be considered with strictness, but the prospectus should d i s c l o s e t h e a m o u n t o f m i n i m u m subscription required and sources for meeting the shortfall. The Primary Market Advisory Committee recommended the practice of green -shoe option available in markets abroad which is an over allotment option granted by the issuer to the underwriter in a public offering. This helps the syndicate member to over allocate the shares to the extent of option available and to consequently purchase ad ditional shares from the issuer at the original offering price in order to cover the overallotments. FIXED VERSUS BOOK BUILDING ISSUES The main difference between offer of shares through book building and offer of shares through normal public issue can be identified on the following parameters:

Price at which securities will be allotted is not known in case of offer of shares through Book Building while in case of offer of shares through normal public issue, price is known in advance to investor. Under Book Building, investors bid for shares at the floor price or above and after the closure of the book building process the price is determined for allotment of shares. In case of Book Building, the demand can be known everyday as the book is being built. But in case of the public issue the demand is known at the close of the issue. 1.4.4 ON-LINE INITIAL PUBLIC OFFERS (IPO) A company proposing to issue capital to public through o n - l i n e s y s t e m o f t h e s t o c k exchange has to comply with Section 55 to 68A of the Companies Act, 1956 and SEBI Guideline, 2000. The company is required to enter into an a g r e e m e n t w i t h t h e s t o c k exchange(s), which have the requisite system for on-line offer of securities. The agreement should cover rights, duties, responsibilities and obligations of the company and the stock e x c h a n g e s i n t e r se, with provision for a dispute resolution mechanism bet w e e n t h e company and the stock exchange. The issuer company appoints a Registrar to the Issue having electronic connectivity with the stock exchanges. The issuer company can apply for l i s t i n g o f i t s securities at any exchange through which it offers its securities to public through on-line system, apart from t h e r e q u i r e m e n t o f l i s t i n g o n t h e r e g i o n a l s t o c k exchange. The stock exchange appoints brokers for the purpose of accepting applications and placing orders with the company. The lead manager would co-ordinate all the activities amongst various intermediaries connected in the system .In addition to the above, the SEBI guidelines also provide details of the contents of the offer document and advertisement, other requirements for issues of securities, like those under Rule 19(2)(b) of SC(R) Rules, 1957. The

guidelines also lay down detailed norms for i s s u e o f d e b t i n s t r u m e n t s , I s s u e o f c a p i t a l b y d e s i g n a t e d f i n a n c i a l i n s t i t u t i o n s a n d preferential/bonus issues. 1.4.5 ELIGIBILITY TO ISSUE SECURITIES The issues of capital to public by Indian companies are governed by the Disclosure and Investor Protection (DIP) Guidelines of SEBI, which were issued in June 1992. SEBI has been issuing clarifications to these guidelines from time to time aiming at streamlining the public issue process. In order to provide a comprehensive coverage of all DIP guidelines, S E B I i s s u e d a c o m p e n d i u m series in January 2000, known as SEBI (DIP) Guidelines , 2000. The guidelines provide norms relating to eligibility for companies issuing securities, pricing of issues, listing requirements, disclosure norms, lock-in period for promoters contribution, contents of offer documents, pre-and post-issue obligations, etc. The guideline applies to all public issues, offers for sale by listed and unlisted companies. Eligibility Norms: Any company issuing securities through the offer d o c u m e n t h a s t o satisfy the following conditions: A company making a public issue of securities has to file a draft prospectus with SEBI ,through an eligible merchant banker, at least 21 days prior to the filing of prospectus with the Registrar of Companies (RoCs). The filing of offer document is mandatory for a listed company issuing security through a rights issue where the aggregate value of securities ,including premium, if any, exceeds Rs.50 lakh. A company cannot make a public issue unless it has made an application for listing of those securities with stock exchanges(s). The company must also have entered into an agreement with the depository for dematerialization of its securities and also the company should have given an option to s u b s c r i b e r s / shareholders/ i nvestors to receive the security certificates o r s e c u r i t i e s i n dematerialized form with the depository. A company cannot make an issue if the company has been prohibited from accessing the capital market under any order or discretion passed by SEBI.

An unlisted company can make public issue of equity s h a r e s o r a n y o t h e r s e c u r i t y convertible into equity shares, on fixed price basis or on book building basis, provided:( i ) I t h a s a p r e issue net worth of not less than Rs.1 crore in 3 out of the p r e c e d i n g 5 years and has minimum net worth in immediately preceding two years,( i i ) I t h a s a t r a c k r e c o r d of distributable profits in terms of section 205 o f t h e Companies Act, 1956, for at least 3 out of immediately preceding 5 years, and( i i i ) T h e i s s u e s i z e ( o f f e r t h r o u g h offer document + firm allotment + promoters contribution through the offer document) does not exceed five times its preissue net worth.(iv) A listed company is eligible to make a public issue, on fixed price basis or on book building basis, if the issue size does not exceed five times its pre-issue net worth .If the company, listed or unlisted, does not meet the above criteria, then the issue will have to be compulsorily made through book building route. In such a case, 60% of the issue size will have to be allotted to the Qualified Institutional Buyers (QIBs) failing which the full subscription money shall be refunded. Infrastructure companies are exempt from the requirement of eligibility norms if their project has been appraised by a public financial institution or infrastructure development finance corporation or infrastructure leasing and financing services and not less than 5% of the project cost is financed by any of the institutions, jointly or severally, by way of loan and/or subscription to equity or a combination of both. Banks and rights issues of listed companies are also exempt from the eligibility norms.

Thus the quality of the issue is demonstrated by track r e c o r d / a p p r a i s a l b y a p p r o v e d financial institutions/credit rating/subscription by QIBs. 1.4.6 PRICING OF ISSUES The Controller of Capital Issues Act governed issue of capital prior to May 27, 1992 1947.U n d e r t h e A c t , t h e p r e m i u m w a s f i x e d a s p e r t h e v a l u a t i o n g u i d e l i n e s i s s u e d . T h e guidelines provided for fixation of a fair price on the basis of the net asset value per share on the expanded equity base taking into account, the fresh capital and the profit earning capacity .T h e r e p e a l i n g

of the Capital Issue Control Act resulted in an era o f f r e e p r i c i n g o f securities. Issuers and merchant bankers fixed the offer prices. Pricing of the public issue has to be carried out according to the guidelines issued by SEBI. At Premium: Companies are permitted to price their issues at premium in the case of the following: First issue of new companies set up by existing companies with the track record. First issue of existing private/closely held or other existing unlisted companies with three-year track record of consistent profitability.

First public issue by exiting private/closely held or other existing unlisted companies without three-year track record but promoted by existing companies with a five-year track record of consistent profitability. Existing private/closely held or other existing unlisted company with threeyear track record of consistent profitability, seeking disinvestments by offers to public without issuing fresh capital (disinvestments). Public issue by existing listed companies with the last three years of dividend paying track record. At Par Value : In certain cases companies are not permitted to fix their i s s u e p r i c e s a t premium. The prices of the share should be at par. They are for: First public issue by existing private, closely held or other existing unlisted companies without three-year track record of consistent profitability and Existing private/closely held and other unlisted companies without three-year track record of consistent profitability seeking disinvestments offer to public without issuing fresh capital (disinvestments).

1.4.7 How to evaluate an IPO ? Whether you are buying stock from the secondary market or subscribing to an initial public offering (IPO), make sure you have all the facts. That means going through the small print in the IPO document with a fine-toothed comb. Don't let market hype, investment trends or media reports influence you. Following these parameters should help:

Promoters. Who runs the company? Professionals or a family? If the directors are w e l l k n o w n , i t g i v e s a c o m p a n y c r e d i b i l i t y . C h e c k t h e c r e d e n t i a l s o f t h e p r o m o t e r s , directors and key managerial persons. See if they have at least five years' experience in the company's line of business, Industry outlook. There should be demand for the company's product or service ,with adequate profit potential. Business plans. Check the progress made, and the money invested in aspects such as land/office space, plant and machinery, utilities, regulatory clearances, personnel ,financing, projects in hand, sales and marketing, technical and marketing tie-ups. High investments from promoters lend credibility to the IPO plan, as do project appraisals by merchant bankers. Financials. Check if the company is over-leveraged in terms of the equity and debt on its books, and whether the additional issue of equity is justified .Check for consistency in revenue, profit growth and margins for at least three years before the IPO. A steady growth rate suggests a fundamentally sound company .More important, scale the historic trend into future projections: A company with a PAT (profit after tax) of Rs 10 lakh will find it difficult to reach a projected PAT of Rs 15 crore .Projections are based on assumptions, which give promoters leeway to manipulate figures .A good way to check if projections are true is to see

whether the assumptions are realistic ,given the company's scope of operations, and check how it compares with competitors 'figures. Risk factors. This is the most relevant part of the offer document. G e n e r a l r i s k factors are not as damaging as specific ones. Check for contingent liabilities, disputed tax claims, litigation against promoters and directors, and delay in government clearances .A s s u m e a w o r s t - c a s e s c e n a r i o , a n d see how such factors could impact the company's operations. Key names. An issue's lead managers and merchant bankers are the people who manage the issue, from vetting the company's prospectus to seeing the issue through .Check their track record. You could look up the Sebi website ( w w w . s e b i . c o m ) f o r t h e issues the merchant banker has managed in the recent past to see how they fared. Pricing. For valuation purposes, compare a company's issue price earnings (P/E)multiple with that of similar players. Check if the earning projections are achievable. If so ,discount the issue price for the next two years to arrive at the growth-adjusted P/E multiple .You invest in a company purely for returns. In the case of primary equity issues, this can bea t r i c k y p r o p o s i t i o n b e c a u s e t h e r e a r e n o b e n c h m a r k s i n t h e f o r m o f s e c o n d a r y m a r k e t prices to go by .When a stock is listed, market sentiment, technical factors and investor interest influence s h a r e p r i c e s . B u t i n t h e m e d i u m - t o l o n g - t e r m , f u n d a m e n t a l s t a k e o v e r , w h i c h i s w h a t should matter to you if you're in for the long haul. Listing. Ensure you have access to brokers of stock exchanges where the company proposes to list. If you reside in, say, Delhi, and subscribe to an IPO that is likely to be listed on the Hyderabad Stock Exchange, the time lag in selling can eat into your returns.

CHAPTER 2 REVIEW OF LITERATURE Ranjan , Madhusoodanan (2004) examines whether the introduction of Book building has an i m p a c t o n IPO pricing. The results suggest that IPOs are u n d e r p r i c e d . T h e r e s u l t s a l s o suggest that book built IPOs show less under pricing than fixed price issues. A more detailed study suggests that this has to do more with the size of the issue than the issue process. A model describing the IPO process in the presence of asymmetric information and heterogenous beliefs is presented. This model suggests that IPO under pricing can be avoided i n the presence of selectively informed investors. The model i n c l u d e s t h e c h o i c e s o n signaling cost, homogenous and heterogeneous beliefs among the investors, entrepreneur holding dilution and issue size that exist for a firm while coming for an IPO. The model suggests that a larger amount of money is left on the table if the entrepreneur holds a lesser amount with herself post IPO .Despite asymmetric information, the high value firm can place an issue without leaving m o n e y o n t h e t a b l e . T h e m o d e l also suggests that IPO under pricing is unavoidable in a market with information asymmetry and homogenous beliefs among investors. The models predict that under pricing is more severe in the case of smaller issue sizes. This is consistent with the empirical findings. Guo, Lev, and Shi (2004) investigated the initial under pricing and long-term underperformance of IPOs generally attribute these phenomena to information asymmetrya n d i n v e s t o r s m i s e v a l u a t i o n s . H e r e , w e i d e n t i f y a w i d e s p r e a d s o u r c e o f i n f o r m a t i o n asymmetry and valuation uncertainty these activities significantly affect both the initial under pricing of IPOs (R&D is positively correlated with under pricing) and their longterm performance (R&D is positively related tol o n g term performance). Given the pervasiveness and constant g r o w t h o f f i r m s R & D activities in modern economies,

our identification of R&D as a major factor affecting IPOs performance contributes to the understanding of this important economic and capital market phenomenon. Lian (2006) investigated that second time IPOs (issuers that return to the IPO market successfully after withdrawing their fi rst I P O s ) s e l l a t a s i g n i f i c a n t d i s c o u n t r e l a t i v e t o similar contemporaneous first time IPOs (IPOs that succeed in their first attempts). This result indicates that the withdrawal event, which is public information, is incorporated into offer prices when withdrawn-IPO firms come back for second IPO attempts. We also find that, 1) on the first trading day, second time IPOs experience the same magnitude of initial r e t u r n s a s comparable first time IPOs, 2) in the long run, s e c o n d t i m e I P O s d o n o t underperform their contemporary first time IPOs in either stock price or operating performance. These findings suggest that the discount is appropriate and that the market fully adjusts the offer price of second time IPOs to reflect the negative information conveyed by their previous withdrawals. TEKER , EKIT (2000) assessed that Initial public offering (IPO) may be the lowest cost financing for firms to obtain funds from small and institutional investors. The commissions ,fees and other related expenses incurred are considerably small compared to those of short or long term loan or bond financing. This empirical study examines the performance of all IPOs in Istanbul Stock Exchange during the year of 2000. The study employs standard event study methodology for 34 IPOs over a 30 day event

window. The empirical findings are consistent w i t h m o s t o f t h e previous literature. The results support that the first two d a y s o f I P O s generally provide positive abnormal returns. Ritter, Welch (2002) interpreted the theory and evidence on IPO activity: why f i r m s g o public, why they reward first-day investors with considerable under pricing, how underwriters choose these first-day investors, and how IPOs perform in the long run. Our perspective on the literature is three-fold: First, we believe that many IPO phenomena are not stationary .The long-run performance of IPOs is particularly sensitive to choice of sample period, but not necessarily how one would expect it to be. Second, we believe research into IPO share allocation issues is the most promising area of research in IPOs at the moment. Third, we argue that asymmetric information i s n o t t h e p r i m a r y d r i v e r o f many IPO phenomena.

Instead, we believe future progress in the literature will come from non-rational and agency conflict explanations. We describe some promising such alternatives. Shah Ajay (2004),

This article studies India's vibrant IPO market, via a data set of the 2056IPOs which took place in the last 4.5 years. We study the overall under pricing, the delay between issue date and listing date, the time-series of monthly volume of IPO issues and average under pricing in a given month, the cross -section of under pricing across companies ,the post-listing trading frequency, the long-run returns to new listings, and price discovery by the market shortly after first listing. Shachmurove (2004), investigated the incredible profits of Initial Public Offerings have often been emphasized in the media as a popular investment for the public. This paper takes a f e w s t e p s t o w a r d s r e f u t i n g s u c h a n a s s e r t i o n b y i n v e s t i g a t i n g t h e p e r f o r m a n c e o f 2 , 8 9 5 venture capital backed IPOs between 1968 and September 1998. The paper finds that it is i n c o r r e c t t o a s s u m e t h a t i n v e s t o r s demand very high annualized and cumulative rates o f return to compensate for the risks they are taking by financing ventures in different sectors of the economy. The mean rates of return are found to be, in practice, very moderate, and often ,negative. Pandey, A. (2002) compared fixed priced and Book Building IPOs in terms of i s s u e r s , initial returns and long run performance and found that Book Building process for IPO was associated with lower under pricing or initial returns. Keeping into consideration the present review and need of conduct of comparative study of fixed priced and Book Building tools used in pricing the issue, following specific objectives were undertaken in conducting this study: CHAPTER 3RESEARCH METHODOLOGY 3.1 OBJECTIVES OF THE STUDY To evaluate can immediate performance of an IPO be relied upon for the equity in the long run. To analyze that More the subscription (times of issue size) of the IPO, more is the immediate performance. To study the factors affecting IPO purchase decision of the Retail Investors. 3.2 RESEARCH METHODOLOGY

Research Methodology is a way to systematically solve the problem. It includes all those s t e p s t h a t a r e g e n e r a l l y adopted to solve the research problem. Thus, it r e f e r s t o t h e systematic method consisting of enunciating the problem, formulating a hypothesis ,collecting the facts or data, analyzing the facts and reaching certain conclusion either in the form of solutions towards the concerned problems or in certain generalizations for some theoretical formulation.

3.3 RESEARCH DESIGN T h e r e s e a r c h d e s i g n i n t h i s s t u d y i s Descriptive . D e s c r i p t i v e r e s e a r c h s t u d i e s a r e t h o s e studies, which are concerned with describing the characteristics of a particular individual, or o f a g r o u p . T h e s t u d i e s c o n c e r n e d w i t h n a r r a t i o n o f f a c t s a n d c h a r a c t e r i s t i c s c o n c e r n i n g individual, group or situation are all examples of descriptive research studies. 3.4 DATA COLLECTION Collection of data is a very important step because accuracy in data is a factor of the method used for data collected. Thus there are two ways of collecting appropriate data: Primary Data Secondary Data Primary Data are those, which are collected for the first time, thus happen to be original in character. For the purpose of collection of primary data personal interview of respondents were conducted. An unbiased, undisguised structured questionnaire was prepared which was administered to the respondents for the purpose of getting the information. Secondary Data are those, which have already been collected by someone e l s e . F o r t h e purpose of the study, the data were collected from secondary sources like Websites of NSE ,Economic Times & related companies, Jou rnals like The Chartered Accountant, the DalalStreet, The Financial Analyst, Newspapers

like The Economic Times, The Times of India ,The Financial Express etc. All of the 260 Companies were considered which had raised their public issues only in National Stock Exchange (NSE) from 1 January 2003 To 31 December 2007 (compiling 5 years). Companys current stock price was taken as closing price at 3.30 pm on 31stDecember 2007. 3.5 SAMPLE SIZE In this research, a sample of 100 persons is taken. 3.7 SAMPLING TECHNIQUE All the respondents who were easily accessible and willing to share the information were administered the structured questionnaire to get the desired information. A non -probability sampling technique i.e. convenience sampling technique was used. 3.8STATISTICALTOOLSUSED Different statistical tools have been used in the study. Eg. Mean, Standard Deviation, Correlation, Standard Error, Z Test, Likert Scale.3.9 LIMITATIONS The study was to be completed in a short time; the time factor put a considerable limiton the scope and the extensiveness of the study. The unsupportive attitude of the respondents while responding to the questions,requiring the qualitative information may have a f f e c t e d t h e f i n a l f i n d i n g s a n d outcomes.

Because of the diversity of nature of respondents as well as due to conduction of the study on very small scale, the findings of the survey could not be generalized. It was tried very harder to include the best of i n f o r m a t i o n f r o m p u b l i s h e d a n d unpublished sources available on internet, books and magazines but some of the data required for the detailed study was not available freely.

As it is only the shares market price that played a major role in this study and market price changes with the change in Indian market condition which is depicted by two indices i.e. SENSEX & NIFTY. When the market is in bull run the market price will increase and when in bear run market price decreases. In this study, the market price is taken as on 31 st December 2007. So this study was conducted keeping apart the major decline/increase in the market trend.

CHAPTER : 4ANALYSIS AND DISCUSSION The whole study has been divided into 2 parts: Part I focuses on performance of the IPOs, whereas, Part-II shows the investors perception of evaluating the Initial Public Offerings. 4.1 PERFORMANCE OF THE IPO: The performance of the IPO can be determined by; I . The immediate and long run performance of the IPOs, II . The effect of subscription on immediate performance of the issue, 4.1.1 IMMEDIATE AND LONG TERM PERFORMANCE: This segment of the study analyses the immediate and long term performance of 260 IPOs which were issued from 1 st January 2003 to 31 st December 2007, a tenure of 5 years. This section also focuses on the aspect that; Can the immediate performance of the IPO be taken as indicator of its success in secondary market? For this purpose, coefficient of correlation(Karl Pearsons coefficient of correlation) was calculated between percentage change in the issue price & list price and percentage change in the issue price & current market price of the same .The coefficient of correlation(Karl Pearsons coefficient of correlation) was calculated in MS Excel 2003 using correlation function.

Co-efficient of correlation( r) = 0.14595 PROBABLE ERROR Here Probable Error is also introduced in ord er to access the significance of the degree of correlation. Probable Error is a sort of instrument which confirms and measures the reliability and dependability of the value of r, the Karl Pearsons co-efficient of correlation .Probable Error of r = 0.6745 1 r 2 N Probable error = 0.6745 1 (0.14595) 2 260Probable Error = 0.0409 Table 4.1.1 coefficient of correlation and probable error for immediate performance &long term performance.

Further, using Probable Error method, significance of the degree of correlation has been tested. Results revealed that there is positive correlation between the immediate performance and the long term performance. The co-efficient of correlation was 0.14595.The probable error existed at 0.0409. However degree of correlation was not significant as it was not 6 times greater than its Probable Error which was 0 .0409.

As for , 6 times probable error is equal to 6 * 0.0409, gives result 0.2454, Which is greater than the degree of correlation. Inference: Therefore, it can be concluded that there is no significant correlation between immediate performance and long term performance. 4.1.2 SUBSCRIPTION AND IMMEDIATE PERFORMANCE. This part is devoted to the impact of over s u b s c r i p t i o n o f t h e i s s u e o n i t s i m m e d i a t e performance .Here over subscription means the times that the issue size of the IPO is being applied for. We can say that the over subscription is the times of the

issue size for which application is being received .When there over subscription exists then all the applicants does not get the desired number of shares that they applied for, but the company decides to allot the shares according to PRORATA BASIS. And here immediate performance is referred to as the initial return the issue is giving at the time of its listing viz. the difference between issue price and list price .The initial return of the issue largely depends on the demand and supply factor. Demand of the issue will only increase when the investor sees some growth opportunity in the company or its past growth. And supply of the issue is being given in the market when the company needs capital for its future projects. So all the things are interrelated .For the purpose of this section, a total of 260 IPOs have been taken from 1 st January 2003 to31 st December 2007 (listed between these dates). Coefficient of correlation (Karl Pearsons coefficient of correlation) was calculated between percentage change in the issue price & list price and subscription of the same .The coefficient of correlation(Karl Pearsons coefficient of correlation) was calculated in MS Excel 2003 using correlation function. Co-efficient of correlation( r) = 0.6566 PROBABLE ERROR Here Probable Error is also introduced in order to access the significance of the degree of correlation. Probable Error is a sort of instrument which confirms and measures the reliability and dependability of the value of r, the Karl Pearsons co-efficient of correlation .Probable Error of r = 0.6745 1 r 2 N Probable error = 0.6745 1 (0.6566) 2 260Probable Error = 0.0238 Table 4.1.2 coefficient of correlation and probable error for immediate performance& subscription. Number of IPO(N)Coefficient of correlation(r)Probable Error (PE) 2600.65660.0238

Further, using Probable Error method, significance of the degree of correlation has been tested. Results revealed that there is positive moderate degree of correlation between the subscription and the immediate performance. The co-efficient of correlation was 0.6566.The probable error existed at 0.0238. Thus, degree of correlation was significant as it was 6times greater than its Probable Error which was 0 .0238.As for , 6 times probable error is equal to 6 * 0.0238, gives result 0.1428, Which is less than the degree of correlation. Inference: Therefore, it can be concluded that there is significant positive correlation between Subscription and Immediate performance of the issue. 4.2 Factors Affecting the IPO Purchase Decision of Retail Investors: In order to access the investors perception of evaluating t h e I n i t i a l P u b l i c O f f e r i n g s , a Questionnaire was filled in by 100 respondents. The question wise analysis is as under: 4.2.1 Number of years investors have been in the market. Table 4.2.1 Number of years investors have been in the market.

INTERPRETATION Out of 100, 53 investors i.e. Maximum Investors are in share trading for 2 to 10 years. 4.2.2 Average Yearly Investment Table 4.2.2 Average Yearly Investment

price & list price of the IPO and percentage change in the i s s u e p r i c e & c u r r e n t market price of the same. Therefore, We can conclude that immediate performance of a particular IPO can not be relied upon for the equity in the long run. More the subscription (times of issue size) of the IPO, m o r e i s t h e i m m e d i a t e performance, was accepted. As there existed statistically significant positive correlation between subscription (times of issue size) of the IPO and its immediate

performance at the time of listing. Thus, we can judge that the IPO will give high immediate returns, by the times of its oversubscription. Out of 100, 53 investors i.e. Maximum Investors are in share trading for 2 to 10 years. Out of 100, 62 investors i.e. Maximum Investors are investing Less than Rs. 1,00,000in the share market. Out of 100, 43 investors i.e. Maximum Investors are intere s t e d i n i n v e s t i n g Secondary Securities than IPOs. Maximum of the Investors who have yearly income less than Rs. 2,00,000 opt for Margin Funding. Maximum of the Investors who have yearly income b e t w e e n R s . 2 , 0 0 , 0 0 0 t o R s . 5,00,000 opt for Hybrid Type of Investment consisting of margin funding and self. Maximum of the Investors who have yearly income more than Rs. 5,00,000 opt for self. Out of 100, 77 investors i.e. maximum of the Investors i n v e s t i n I P O s f o r L i s t i n g Gains.

Out of 100, 69 investors i.e. maximum of the Investors who invest in the share markethave Professional Knowledge about Share Market. Since null hypothesis is rejected in case of all the F a c t o r s s o s a m p l e m e a n > population mean. Investors evaluate an IPO maximum from Promoters of the c o m p a n y , p r e v a i l i n g Market Trend & Recent IPO performance & Issue Size of the IPO and minimum from S u p p l i e r s o f t h e c o m p a n y , Listing in Well Known Stock exchanges & Media Advertisements.. RECOMMENDATIONS

Initial return given by the IPO should not be treated as indication of its success or failure in the long run. Investors of the secondary market must take part in the primary markets as it has been seen that IPO activity in Indian Stock Market has been tremendously growing. And IPO is the safest stock market investment. Over subscription should be treated as indication of success of the issue.

Whole amount for shares applied should be received in advance from QIBs just like retail investor so that they can quote real worth of the company in terms of money that they are ready to pay for it. Investors must analyze all the sectors before investing in the IPO, in order to get maximum returns. Investors should take into consideration the promoters of the business, the prevailing market trend & Recent IPO performance before investing in an IPO. QUESTIONNAIRE Dear Mam/Sir, This information provided by you will be utilized in completion of my MBA project report on IPO in India: Performance Evaluation & Investors Perception which will enable me to study the factors affecting IPO purchase decision of retail investors.____________________________________________________ ___________________ ____ PERSONAL DETAILS Name: Mr./Ms________________ Address: ________________________________ ___________________________ _____ Contact Number: _________________ Gender: Male Female Age Group: 18-25 Years 26-40 Years 40+ Years

Yearly Income: < Rs 2, 00,000Rs. 2, 00,000 Rs. 5, 00,000> Rs. 5, 00,0001. How long have you been active in the market (In terms of trade done in years)?0-1 2-10 10+2. Average Yearly Investment:U p t o R s . 1 , 0 0 , 0 0 0 R s . 1 , 0 0 , 0 0 0 + 3. Primary Area of InterestIPO Secondary Securities Other s __________________ 4. Type of Investment:Margin funding Self hybrid5. Purpose of IPO Investme nt:L i s t i n g g a i n s L o n g T e r m g a i n s 6 . I h a v e p r o f e s s i o n al knowledge in Stock Markets: Yes No Please specify your views about investing in an IPO: 5 :-Stronly Agree 4 :-Agree 3 :-Neither Disagree nor Agree 2 :-Disagree 1 :-StronlyDisagree5 4 3 217. I look at the Financial statements of the company.8. I look at the business of the company.9. I look at the suppliers of the company.10. The reputation of the promoters doesnt affect my decision.11. I look at the Past growth of the Industry.12. I look at the Future Prospects of the Industry.13. I consider the objective of the issue very important.14. The price band is an important consideration for me.15. I consider the issue size very important for IPO.