ADVANCED CERTIFICATE PROGRAMME ON CAPITAL MARKETS &

SECURITIES LAWS
Under the aegis of GNLU Centre for Business and Public Policy

COURSE OUTLINE

ONLINE LEG
MODULE 1: INTRODUCTION
• Role of primary and secondary market
• Fundamentals and functioning of capital markets
• Overview of money market and money market instruments (CD, ICD, Commercial Bills,
Commercial Paper)
• Types of capital
• Capital-related provisions in the Companies Act, 2013
• Introduction to other Financial Market Regulators- RBI, MCA, PFRDA, IRDAI, IFSCA
etc.
• Capital market instruments- Equity, Debentures, Preference Shares, Sweat Equity, Share
Warrants, GDR, IDR etc.

MODULE 2: PRIMARY MARKETS

• Capital structuring of a company
• Public Offers and Private Placements
• Pre-IPO:
i) Ascertain the valuation of the company and stake dilution
ii) Methods to issue IPO- Book Building, Fixed Price
• Different intermediaries involved in the IPO process and their regulation: Lead Merchant
Banker, Underwriters, Bankers to the Issue, Registrar
• IPO Grading by Credit Rating Agencies and the procedure involved
• Operation of Demat Account and ASBA Application
• IPO Analysis (Investor POV)

MODULE 3: SECURITIES LAW – I

• Secondary Market Infrastructure Institutions and their regulations- Stock Exchange,
Clearing Corporations, Depository and Depository Participants
• Depositories Act, 1996- key provisions, dematerializing of securities
• Guidelines for market intermediaries: SEBI (Intermediaries) Regulations, 2008
• SEBI (Prohibition of Insider Trading), 2015- meaning, mechanism, penalties,
prosecution, UPSI
• SEBI (Prohibition of Fraudulent & Unfair Trade Practices relating to Securities
Market), 2003

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MODULE 4: MARKET MECHANICS
• Introduction to key trading concepts
• Stock Exchange Trading Mechanism- Types of Security (Listed cleared securities,
Permitted Securities), Types of Delivery (Spot Delivery, Hand Delivery, Special Delivery),
Margin trading (Initial Margin, Margin Maintenance)
• Understanding Clearing and Settlement Cycle for Rolling Settlement
• Overview of Surveillance mechanism at BSE / NSE (Price Monitoring, Position
Monitoring)
• How to use a trading terminal, different types of orders (regular order, cover order etc.),
circuit limits, bulk deals, placing an order with a broker, clearing & settlement mechanism
• Computation and Time Series Analysis of SENSEX and NIFTY and other indices

MODULE 5: INTERNATIONAL CAPITAL MARKETS AND IFSC

• Introduction to Financial Services Market, IFSC and IFSCA (Legal and Regulatory
Framework)
• Introduction to International Financial Market
• Listing of securities issued outside India
• Resource Mobilisation through International Capital Markets- Foreign Currency
Convertible Bonds, GDR, ADR, External Commercial Borrowings and their mechanism
• Intermediaries in IFSC; stock exchanges (India INX), depositories, clearing corporations
• Overview of IFSCA Act, 2019 and key provisions
• Powers and functions of IFSCA (GIFT-IFSCA)

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 OFFLINE LEG
MODULE 6: SECURITIES LAW -II
• Introduction to SEBI- Composition, Jurisdiction, Powers and Functions
• Key provisions of the SEBI Act, 1992
• Securities Appellate Tribunal (SAT)
• Overview of Securities Contracts (Regulation) Act, 1956
a) Process of recognition of stock exchanges
b) Contracts in the securities market
c) Listing of securities on stock exchanges
d) Other penal and regulations related provision
• Procedure involved in the preparation of DRHP, RHP, Shelf Prospectus
• Equity Shares: Issuance, listing and other regulatory provisions – An overview of SEBI
(Issue of Capital and Disclosure Requirements) Regulations, 2018
• IPO Analysis
• IPOs: Valuation, Stake Dilution, Pricing, Process, Listing and allotment of shares
• IPOs of New Age Tech Start-ups and their valuation
• Post issue compliances: SEBI (Listing Obligations and Disclosures Requirements),
2015- its applicability and exemptions
• Issue of debt and listing of debt instruments- SEBI (Issue and Listing of Non-Convertible
Securities) Regulations 2021.
• Takeover code:
a) Concept of Takeover Code
b) Friendly & Hostile Takeover
c) Take Over through market
d) Threshold limit for the trigger of Takeover Code
e) Other key concepts from SEBI (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011

MODULE 7: TRADING MECHANICS

• Technical Analysis of Charts
a) Price Action trading
b) Anatomy of candlesticks (types of candlestick patterns)
c) Support & Resistance, Demand & Supply zones
d) How to draw trend lines
e) Volume analysis
f) Gaps
g) Key chart patterns
h) Other important tools- RSI, Moving Averages, Pivots, Fibonacci
i) How to use Trading View
• Fundamental Analysis
a) Reading and interpretation of Balance Sheet, Cash Flow statements and Profit & Loss
Accounts of a Company
b) Key Financial Ratios and their interpretation
• Debt Market Instruments- Bonds, Debentures: listing and trading

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MODULE 8: DERIVATIVE & FOREX
• Introduction to Derivatives- Types of Derivatives Contract (Forward Contract, Future
Contract, Option Contract, Swaps), History of Financial Derivatives Market, Economic
Function of a Derivative Market
• Regulations in Financial Derivatives Markets- SCRA 1956, SEBI 1992, Regulations for
Derivatives Trading (Forms of collateral acceptable at NSCCL, position limits, reporting
of client margin)
• Types of derivative instruments in other international securities markets
• Index Futures and Index Options, Stock futures and stock options
• Introduction and key concepts of Futures and Options-
a) Contract Expiry
b) Call and Put Options
c) Selection of Strike Price
d) Other terminologies used in Option chain data- Open Interest, change in Open Interest,
Volume, Implied Volatility, ITM, ATM, OTM, Premium Decay
e) Understanding and how to read option chain
• Pricing of Option Contracts and Greek Letters (Delta, Gamma, Theta, Vega, Rho)
• Black Scholes Model for pricing of options contract and other derivatives
• Clearing and settlement process (Clearing entities, clearing mechanism, settlement
procedure, risk management, margining system)
• Live trading in Futures and Options, mechanics involved
• Forex mechanics and its regulations- The Foreign Exchange Management Act, 1999

MODULE 9: ALTERNATE INVESTMENT FUNDS AND POOLED INVESTMENT VEHICLES

• Introduction to Alternate Investment Funds (AIF) and important definitions
• Typical structure of AIFs in India
• Key features of AIF categories
• SEBI (Alternate Investment Funds) Regulations, 2012- Key Provisions and Guidelines
on disclosures
• Overseas investment by AIFs
• SEBI (Foreign Venture Capital Investors) Regulations, 2000
• Foreign investments in AIFs
• Taxation of AIF
• REITs and InVIT: Overview and regulatory framework

MODULE 10: TAXATION OF SECURITIES TRANSACTIONS

• Relevant provision of Income Tax Act, 1961 including capital gains, taxation of bonus
shares, rights, convertible debentures, ESOPs etc.
• Taxation of dividends and derivative products
• Taxation involved in equity shares & other securities
• International Tax issues- indirect transfer and availability of DTAA

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