Listing Application And Procedures


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Listing Application and Procedures, Practical Approach

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Listing Application And Procedures

  1. 1. Listing Application and Procedures A PRACTICAL STUDY BY CS NITIN BAGARIA 1 ST A P R I L 2 0 1 0
  2. 2. Listing Application and Procedures  Contents :  Listing Requirements  Designated Stock Exchange  Pre – Listing Activities  Listing Activities  Flow Chart of Activities  Post – Listing Activities
  3. 3. Listing Application and Procedures Listing Requirement :  Regulation 4(2) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 states that No issuer shall make a public issue or rights issue of specified securities, unless it has made an application to one or more recognised stock exchanges for listing of specified securities on such stock exchanges and has chosen one of them as the designated stock exchange. Provided that in case of an initial public offer, the issuer shall make an application for listing of the specified securities in at least one recognised stock exchange having nationwide trading terminals;
  4. 4. Listing Application and Procedures “Designated Stock Exchange” means a recognised stock exchange in which securities of an issuer are listed or proposed to be listed and which is chosen by the issuer as a designated stock exchange for the purpose of a particular issue of specified securities under these regulations, Provided that where one or more of such stock exchanges have nationwide trading terminals, the issuer shall choose one of them as the designated stock exchange; Provided further that subject to the provisions of this clause, the issuer may choose a different recognised stock exchange as a designated stock exchange for any subsequent issue of specified securities under these regulations;
  5. 5. Listing Application and Procedures Role of Issuer vis-à-vis Designated Stock Exchange  Filing of Offer Document  Filing of Due Diligence Certificate of MB  Filing of Underwriting Agreement  Finalising Basis of Allotment
  6. 6. Listing Application and Procedures Flow Chart of Activities File DRHP with SEBI and SE Obtain SEBI Observations (within 30 days) Carry out the changes in the DRHP Obtain No-Objection from SEBI (generally 2-5 days) Decide Price Band File RHP with ROC and also with SEBI for info. Obtain ROC Approval with / without changes (generally 1-3 days) Decide Issue Opening and Closing Date (minimum 3 days as per ICDR) Give Go-ahead to Printers and Mailers Advertisements / Publicity ….cont.
  7. 7. Listing Application and Procedures Flow Chart of Activities (continued) Issue Opens, Closes Obtain Provisional Certificates from bankers to the Issue (generally 2 working days) Obtain Final Certificate from bankers to the Issue (generally 3 working days) Run rejections with Registrar to the Issue, in presence of MB (1 day) Prepare Basis of Allotment (1 day) File Basis of Allotment with DSE (Designated Stock Exchange) Obtain Approval (1-3 days) Intimate NSDL & CDSL for credit of Shares Simultaneously do the Refunds Obtain Credit Certificate from NSDL & CDSL File Listing Application Obtain Listing and Trading Permission. The necessary formalities for listing and commencement of trading at all stock exchanges where the securities are to be listed are taken within seven working days of finalisation of basis of allotment;
  8. 8. Listing Application and Procedures  Appointment of Bankers to the Issue and Refund Bankers. Application money Bankers to the Issue without ASBA (along with application) Kept in Escrow A/c Application money Bankers to the Issue thru ASBA (Upon Allotment)
  9. 9. Listing Application and Procedures  Appointment of Bankers to the Issue and Refund Bankers. Escrow Account Public Issue A/c (Bankers to the Issue) (Bankers to the Issue) Refund A/c (Upon Allotment) (Refund Banker) Application money Public Issue A/c thru ASBA Bankers to the Issue (Upon Allotment)
  10. 10. Listing Application and Procedures  Appointment of Bankers to the Issue and Refund Bankers. Refund Account Applicants (Refund Banker) Public Issue A/c Company A/c Bankers to the Issue (Upon Listing & Trading Permission)
  11. 11. Listing Application and Procedures  Post Listing Activities Upon obtaining Listing and Trading Approvals, the merchant banker confirms to the Bankers to the Issue by way of copies of listing and trading approvals that all formalities in connection with the issue have been completed and that the banker is free to release the money to the issuer.
  12. 12. Listing Application and Procedures  Listing Application Listing Application Form Listing Agreement Annexure Listing Fee Security Deposit under Cl. 42 of LA
  13. 13. Listing Application and Procedures  Annexure Required : Basis of Allotment Advt. Copies Shareholding patterns List of Top Shareholders Material Contracts and Documents PCS/CA Certificates
  14. 14. Listing Application and Procedures On the Day of Submission of Listing Application :  Be on TIME  Try to be calm  Be prepared with the numbers  KNOW What you file  Be honest  Don’t try to outsmart them
  15. 15. Listing Application and Procedures Till Listing is done - Till the commencement of listing and trading of the specified securities offered through the Issue, all the material development in respect of the issuer shall be informed through public notices/ advertisements in all those newspapers in which pre-issue advertisement and advertisement for opening or closure of the issue have been given.
  16. 16. Listing Application and Procedures Failure to get Listing Approval- The issuer shall refund the moneys raised in the issue to the applicants, in case of failing to get listing permission. The issuer shall pay requisite interest amount if so required under the laws or direction or order of the Board.
  17. 17. Hold Listing Ceremony at the Designated Stock Exchange  NSE Publicity / Advertisement Interviews
  18. 18. THANK YOU NITINBAGARIA@GMAIL.COM +91-99039 77 933