This is a painting of Colombo by the famous Australian artist Donald Friend. It depicts the
city as it stood several decades ago as the centre of trade and commerce. The busy harbour, the
Galle Face Green, parts of the Colombo Fort and several grand old buildings which are etched
in detail are landmarks of Colombo even today. The artist lived in Sri Lanka, then called Ceylon,
from 1957-1961 and is considered to be among the most important artists of the 20th century.
The painting was commissioned by Mackinnon Mackenzie of Ceylon Ltd. and became a property
of the Keells Group with the acquisition of the Mackinnons Group in 1974.
Standing tall,
sturdy and strong




     John Keells Stock Brokers (Private) Limited, firmly rooted in the blue-chip conglomerate
     John Keells Holdings PLC, has grown from strength to strength over the years. Experience and
     expertise has helped the company make its mark in the stock broking field, and JKSB now boasts
     a large and balanced client base with an equal mix of foreign, institutional and retail investors.




03
The company
John Keells Stock Brokers, has consistently risen above its competitors as a result of its reputation
and strength, and currently enjoys the position of being one of the leading brokerage houses in
Sri Lanka. The company’s business activities span the areas of Equity Brokerage and Financial
Advisory. We also work closely with JK Capital in building deal flow and undertaking equity
placements on investment banking transactions. The companies are subsidiaries of John Keells
Holdings PLC (JKH), the largest listed conglomerate in the country with AAA (Sri) Rating from
Fitch Ratings.

With years of experience in the equity dealing field, JKSB has developed a large and balanced
client base of foreign, institutional and retail investors. Active participation in the growth of the
country’s equity market for a substantial period of time has enabled the company to sustain a
network of key players in the country’s capital market.

The company has the distinction of handling a number of the largest and most significant
transactions recorded in the history of the Colombo Stock Exchange. Its senior management
has an average of 15 years of experience in equity trading. The sales team’s ability to work closely
with clients and its placement and order sourcing capability are unmatched in the industry.

John Keells Stock Brokers is supported by a comprehensive research unit which offers country,
sector and company specific data along with other value added services. JKSB has cultivated
strong ties with all custodian banks in the country. The company also provides clients with
online trading and market watch facilities.

JKSB is poised to strengthen its scope and service even further in the future.




                                                                                                 04
An overview of the
Sri Lanka Stock Market




     Trading is led by the Colombo Stock Exchange which is the sole authorized Stock Exchange
     in Sri Lanka. Moreover, there are several bodies that work alongside JKSB to ensure that all
     transactions take place in a smooth and systematic manner. They focus on areas such as legislation
     affecting the stock market, protecting the interests of investors, promoting professional standards
     and monitoring the development of capital markets, clearing, settlement and registration.




05
An Introduction to the
Sri Lanka Stock Market
The Colombo Stock Exchange (CSE)
The Colombo Stock Exchange (CSE) is a company established under the Companies Act No.17
of 1982. It is licensed by the Securities & Exchange Commission of Sri Lanka and is the only
authorized Stock Exchange in Sri Lanka.

The Board of Directors is the main policymaking body of the Exchange. The Board appoints
sub-committees and delegates power to formulate recommendations on day-to-day operations.
The sub-committees are Capital Issues, Rules & By-Laws, Disciplinary & Arbitration, Research
& Development, Finance and Listings.



The Central Depository System (Pvt) Ltd. (CDS)
The Central Depository System (CDS) is a wholly owned subsidiary of the Colombo Stock
Exchange (CSE) and is incharge of clearing, settlement and registration.

Its functions are fully automated and act as a depository to hold shares in trust for shareholders
of listed companies. 28 stockbroking firms and 16 commercial banks provide custodial services
for investors.

Custodian Banks have been granted participatory status, enabling them to utilize the facilities
and services offered by the CDS directly.

As a participant, the custodian maintains all securities with the CDS in the client’s name. Most
custodian banks have tie-line facilities to the depository, enabling real-time information on their
client’s share portfolios.

All physical scrips must be lodged with the Central Depository System prior to trading. The
Central Depository System updates its records and dispatches the scrips to the respective
company secretaries by the next working day. The Central Depository System maintains all
securities accounts. Shareholders receive a statement of their holdings at each month’s end.
Custodian banks receive a statement of holdings of their clients on a weekly basis.




                                                                                               06
The Securities & Exchange Commission of Sri Lanka
In September 1987, the government established the SEC, a statutory body responsible for
regulating capital markets, including the stock market. The Commission’s role is to protect the
interests of investors, to promote professional standards and to advise the government on the
development of capital markets.

The SEC regulates and governs the CSE. The body has the authority to determine requirements
for new listings and the power to investigate misconduct in the market and to refer cases to the
Attorney General for prosecution.



Legislation
The 1987 Securities and Exchange Commission Act, which set up the regulatory body, is the
main legislation affecting the stock market.



Investment Restrictions
Foreign investment is encouraged and investment in companies listed on the Colombo
Stock Exchange is largely unrestricted. Share purchases must be settled through a SIERA
(Share Investment External Rupee Account). There are neither restrictions nor limitations on the
repatriation of funds through a SIERA.

Equity holdings in banks are restricted to 10% which can be extended to 15% with the approval
of the monetary board. In addition, foreign ownership in plantations is limited to a maximum
of 40%.

On acquiring 10% of the equity of a company, a shareholder must inform the Stock Exchange in
writing, with the next level of disclosure coming at the threshold of 20%. On acquiring 30%
of the equity of a company, it is mandatory for the shareholder to make an offer for the balance
shares as per the Takeovers and Mergers Code of 1995.



Investor Protection
A Settlement Guarantee Fund (SGF) was established in 1998. The government has contributed
Sri Lankan Rs.150 million towards the SGF, which guarantees trade settlement between clearing
members of the CDS and the investors. In addition, there is a Compensation Fund maintained
by the Securities & Exchange Commission of Sri Lanka to make good any broker defaults.




  07
Trading Environment
Trading on the Colombo Stock Exchange is fully automated. Transactions take place on a
scripless basis on-line between stockbrokers where client orders are matched electronically.
At present, equities, corporate debt instruments and the beneficial interest in Government
Securities are traded on the Stock Exchange. Physical instruments such as shares in certificate
form cannot be traded. Trading is permitted only after the physical instruments are
dematerialized with the CDS.

Investors may maintain securities accounts with more than one stockbroker or custodian bank.
Investors may place their orders with a stockbroker by phone, email, fax, Bloomberg terminal
or by personally visiting the broker’s office. Upon entering the orders, they are electronically
transmitted to the CSE’s database of pending transactions.

Clients are required to settle the value of a purchase by T+3 (trade date + three market days).
For a sale, clients will receive the sale proceeds from the broker/custodian bank on T+3.

Trade settlements by Foreign Funds, Corporates and Individuals: At the time of purchase,
settlement made in foreign currency would be converted to local currency on the settlement date
and forwarded to the local brokerage against the purchase. In the event of a sale on the settlement
date the local brokerage would forward local currency to the respective customer’s bank.

As per a SEC Directive, it is mandatory to recover outstanding debtors as at T+5 by force selling
of securities.



Withholding Tax
In most cases a withholding tax of 10% is deducted at source from dividend income for
all shareholders.




                                                                                              08
Venture with us




     Backed by our expertise and in-depth knowledge of the share market in Sri Lanka, John Keells Stock
     Brokers (Private) Limited is in the perfect position to advise and guide clients towards prosperity.
     Our portfolio of clients is impressive and now is the time to add your name to the list.




09
Opening an Account
(Information to be submitted by applicant)


1.1    Client Instructions to open an account with John Keells Stock Brokers

1.1.1 The Client has to submit the duly completed client account opening forms together with
      the relevant documents to the participant as set out below in the documents required in
      Section 1.2

1.1.2 The Client shall ensure that there is full compliance with the KYC rules of the
      financial intelligence unit of Sri Lanka in opening the CDS accounts with John Keells
      Stock Brokers.

1.1.3 After reviewing the account opening documents inclusive of the relevant documents,
      John Keells Stock Brokers shall submit the forms in order to open the CDS account on
      behalf of the client.

1.1.4 It is the responsibility of the Client to take all possible steps necessary to prove their
      identity as per FIU Regulations.

1.1.5 The CDS shall reject incomplete account opening documentation, giving reasons for
      rejection and handing over same to the Broker.

1.2    Documents required for new and existing applicants

1.2.1 Resident individuals with normal identification must submit the following :

	      •	A	clear	photocopy	of	the	National	Identity	Card	(NIC).	If	the	NIC	is	not	available,								
       a copy of a valid passport as at the date of the account being opened at the CDS
       should be submitted.




                                                                                                   10
•	If	an	existing	CDS	account	holder	registered	under	an	NIC	has	lost/misplaced	the	NIC		
         and is unable to submit a copy through the new participant, then the CDS shall accept a
         copy of a valid passport which bears the NIC number. This should be submitted together
         with a sworn affidavit stating that the NIC is not available.

	        •	If	both	the	NIC	and	passport	are	not	available,	a	copy	of	the	driving	license	should	be		
         submitted together with an affidavit confirming the fact that both the NIC and passport
         are not available.

	        •	CDS	form	1
	        •	CDS	form	1	(A)	
	        •	Proof	of	residency	document	as	per	the	rules	issued	by	the	Financial	Intelligence		 	
           Unit of Sri Lanka valid within the last three months
	        •	CDS	form	20	applicable	for	DEX	transactions	on	the	Debt	Securities	Transaction		 	
	        			Platform	(DEX)

Note: If the account is to be opened using a Power Of Attorney (POA) a copy of a valid
      POA is required.

1.2.2 Non-resident Individuals must submit the following :

	        •	A	copy	of	a	Sri	Lankan	valid	passport	for	Sri	Lankan	nationals	or
	        •	A	copy	of	a	valid	foreign	passport	for	non-nationals
	        •	Proof	of	residency	document	as	per	the	rules	issued	by	the	Financial	Intelligence	Unit	of		
           Sri Lanka
	        •	If	a	non-national	applicant	wishes	to	open	an	account	giving	a	local	correspondence			
          address, that person should provide sufficient information regarding the correspondence
          address (e.g. Valid residential visa)

Note: If the account is to be opened using a Power of Attorney (POA) a copy of a valid
     POA is required

	        •	CDS	form	1
	        •	CDS	form	1	(A)
	        •	Share	Investment	External	Rupee	Account	(SIERA)	/	Rupee	Account	for	
           Non Resident Sri Lankan Investment (RANSI) account details with documentary proof
          (for transaction purposes).
	        •	If	an	existing	local	account	holder	opens	a	foreign	individual	account,	CDS	1	(C)	has	to		
           be submitted.


    11
•	If	a	resident	Sri	Lankan	becomes	a	non-resident,	that	person	would	have	to	open	a	new		
      (foreign) account. In such an instance the following documents relating to opening a
      foreign client account needs to be submitted.
	     	       •	CDS	form	1	and	form	1	(A)
	     	       •	CDS	form	1	(C)	Appendix	3	–	III)
	     	       •	Proof	of	residency	document	as	per	the	rules	issued	by	the	Financial	Intelligence		
                 Unit of Sri Lanka valid within the last three months
	     	       •	Share	Investment	External	Rupee	Account	(SIERA)	/	Rupee	Account	for		          	
                Non Resident Sri Lankan Investment (RANSI) account details with documentary
                proof (for transaction purposes)
	     	       •	Copy	of	valid	passport

1.2.3 Local Companies must submit the following :

	     •	A	copy	of	the	certificate	of	incorporation	of	the	company.	If	the	company	has	changed		
      its name, a copy of the certificate of name change issued by the registrar of companies is
      required.

	     •	A	copy	of	the	articles	of	association	of	the	company

	     •	An	extract	of	the	resolution	passed	by	the	board	of	directors	to	open	the	CDS	account.		
      In the alternative, the company may provide certification of the relevant section in the
      account opening form itself (CDS form 2)

	     •	A	recent	dated	letter	from	the	company	secretary	indicating	the	names,	addresses,	NIC		
      or passport numbers, and occupations of all existing directors.

	     •	A	recent	dated	letter	from	the	company	secretary	confirming	the	top	shareholders		 	
      (names and addresses) up to a maximum of ten shareholders.

	     •	For	companies	listed	on	the	Colombo	Stock	Exchange,	a	directors	list	and	a
      shareholders list is not applicable.

	     •	CDS	form	2	completed	by	the	company	in	accordance	with	the	provisions	of	the	articles		
      of association of the company and / or the new companies act (No. 7 of 2007)
      of Sri Lanka.




                                                                                             12
•	CDS	form	2	(A)	completed	by	the	company	in	accordance	with	the	provisions	of	the		
         articles of association of the company and / or the new companies act (No. 7 of 2007)
         of Sri Lanka.

Note: If an authorized person signs the CDS application form on behalf of the applicant
      company, then the following must be submitted:

	        	      •	A	copy	of	the	Power	of	Attorney	/	board	resolution	authorizing	such	person	to		
                 sign on behalf of the company
	        	      •	A	copy	of	the	national	identity	card	/	passport	of	such	person

1.2.4 Foreign Companies must submit the following :

	        •	A	copy	of	the	incorporation	of	the	company	or	equivalent	document	issued	by	the		 	
         registrar of companies / applicable authority where the company is incorporated.

	        •	If	the	company	has	changed	its	name,	a	copy	of	the	certificate	of	the	name	change	issued		
         by the registrar of companies /applicable authority where the company is incorporated

	        •	A	copy	of	the	articles	of	association	of	the	company	or	equivalent	document

	        •	A	copy	of	the	certificate	of	good	standing	issued	within	a	period	of	one	year	by	the		 	
         registrar of companies /applicable authority where the company is incorporated

	        •	A	certified	extract	of	the	resolution	passed	by	the	board	of	directors	to	open	the	CDS		
         account. Alternatively, the company may provide certification in the relevant
         section in the account opening form itself (CDS form 2)

	        •	Certificate	to	commence	business	issued	by	the	registrar	of	companies	/	applicable		 	
         authority where the company is incorporated (where applicable)

	        •	A	recent	dated	letter	from	the	company	secretary	confirming	the	names,	addresses,		 	
         occupations and passport numbers of the directors of the company.

	        •	If	the	company	is	listed	in	a	regulated	stock	exchange,	only	the	names	of	directors	and		
         the name of stock exchange (web site reference is sufficient) should be given. If the
         director/s is also a company, then the following information must be provided:



    13
•	Name	of	the	director	of	the	company
	      	      •	Date	of	incorporation
	      	      •	Place	of	incorporation
	      	      •	Registered	address
	      	      •	A	recent	dated	letter	from	the	company	confirming	the	top	10	shareholders	/		
              members names and addresses. (This is not applicable if the company is listed on a
              stock exchange. In that event, a web site reference is sufficient.)

	      •	Where	the	application	includes	a	Global	Custodian	and	the	application	is	forwarded		
       through a Custodian bank, a copy of the SWIFT message or similar document issued
       by the Global Custodian instructing the local custodian bank to open the account on
       behalf of the beneficiary company should be submitted together with a declaration
       from the Global Custodian that a custody arrangement or agreement exists between the
       Global Custodian and the beneficiary.

	      •	CDS	form	2	completed	by	the	company	in	accordance	with	the	provisions	of	the	articles		
       of association of the company.

	      •	CDS	form	2	(A).

	      •	Share	Investment	External	Rupee	Account	(SIERA)	/	Rupee	Account	for	Non	Resident		
       Sri Lankan Investment (RANSI) account details with documentary proof
       (for transaction purposes).

Note: If an authorized person signs the CDS application form on behalf of the applicant
      company, then the following must be submitted:

	      •	A	certified	copy	of	the	Power	of	Attorney	/	board	resolution	authorizing	such		     	
       person to sign on behalf of the company
	      •	The	copy	of	national	identity	card	/	passport	of	such	person(s)	should	be	submitted
	      •	Certification



1.2.5 Funds must submit the following :

							•	Copy	of	the	document	relating	to	the	establishment	of	the	fund	(Prospectus,	Trust	Deed		
         and other legal documents) which should contain the following :



                                                                                             14
(i) Full name of the fund
               (ii) Date and place of the establishment of the fund
               (iii) Investment objectives or purpose of the fund

	        •	Copy	of	the	document	relating	to	the	appointment	of	the	manager	of	the	fund	
         or trustees

	        •	If	the	fund	manager/	trustee	is	a	company
                i) Name of the fund manager company
                ii) Date of incorporation
                iii) Place of incorporation
                iv) Registered address should be given

	        •	If	the	fund	/	trustee(s)	is	not	an	incorporated	entity,	individual	names	and	addresses	of		
         the persons who are responsible for the management of the fund should be given.

	        •	A	copy	of	the	letter	issued	by	the	supervisory	authority	of	the	relevant	country	(within	a		
         period of one year)

	        	•	Where	the	applicant	is	titled	in	the	names	of	the	“registered	Holder	/	Global	Custodian/
         Beneficiary” and forwarded through a custodian bank, a copy of the SWIFT message
         or similar document issued by the Global Custodian instructing the local custodian bank
         to open the account on behalf of the beneficiary company should be submitted together
         with the declaration of the Global Custodian that a custody arrangement or agreement
         exists between the global custodian and the beneficiary.

	        •	A	copy	/	copies	of	the	custody	agreement(s)

	        •	Details	of	the	beneficiaries	/	unit	holders	of	the	fund

	        •	CDS	form	2

	        •	CDS	form	2	(A)

	        •	Share	Investment	External	Rupee	Account	(SIERA)	/	Rupee	Account	for	Non	Resident		
         Sri Lankan Investment (RANSI) account details with documentary proof (for transaction
         purposes).



    15
Certification

All supporting documents to be submitted to the CDS should be certified / attested /
authenticated for purposes of validating by persons mentioned below. Such certification should
state that the document is a certified true copy.
a) If the account is coming through a global custodian, documents should be certified by the
     custodian bank.
b) By a solicitor, attorney-at-law, notary public, practicing in the country where an
     applicant resides.




                                                                                          16
Towards your
expectations




     John Keells Stock Brokers (Private) Limited is committed to make sure you optimize your invest-
     ments in an ever changing market scenario. Based on our years of experience and a thorough
     understanding of the bigger picture, we offer you one-on-one wealth management advice with
     the dynamism and dedication that are the hallmark of our service.




17
Brokerage
Brokerage rates are fixed for transactions up to the value of Rs. 50 million by the Colombo Stock Exchange
and are common to all brokers. However transactions above Rs. 50 million are negotiable with a
minimum brokerage fee of 0.2% being applied. Intraday trades will only have one side of the brokerage
charged. Commissions earned on trades executed via foreign brokerages shall be equally shared by the
foreign and local brokerages.

Given below is the break up of the fees for a purchase/sale transaction:



                          Transactions upto Rs. 50 million           Transaction Cost
                         Brokerage Fee                                      0.640%
                         Securities & Exchange Commission Fee               0.072%
                         Colombo Stock Exchange Fee                         0.084%
                         Central Depository System Fee                      0.024%
                         Share Transaction Levy                             0.300%
                         Total                                              1.120%




                                          over
                          Transactions upto Rs. 50 million           Transaction Cost
                         Minimum Brokerage Fees                            0.2000%
                         Securities & Exchange Commission Fee              0.0450%
                         Colombo Stock Exchange Fee                        0.0525%
                         Central Depository System Fee                     0.0150%
                         Share Transaction Levy                            0.3000%
                         Minimum Total Brokerage                           0.6125%




                                                                                                     18
Watching out
for your interests




      Our team of experts is constantly studying and analyzing the market based on research and solid
      data. JKSB personnel have the experience to design and execute strategic plans to maximize your
      returns. Furthermore, all our client-company relationships are built on the firm foundation of
      mutual respect and trust.




19
Key Contact Personnel

Tivanka Ratnayake                                 Akmal Mashoor
Vice	President	–	JKH,			       	      	   	   	   Asst.	Vice	President	–	JKH,
Chief Executive Officer                           Head of Sales
Tel. (Mob): +94 777 420537                        Tel. (Mob): + 94 777 489468
     (Dir): + 94 11 4710725                            (Dir): + 94 11 4710726
e-mail: tivanka@jkstock.keells.com                e-mail: akmal@jkstock.keells.com


Ms. Chryshanthi Manuel                            Yolan Seimon
Manager	–	Back	Office		       	       	   	   	   Head	of	Research
Tel. (Mob): + 94 777 311598                       Tel. (Mob): + 94 772 067512
     (Dir): + 94 11 2306276                            (Dir): + 94 11 2306273
e-mail: chryshanthi@jkstock.keells.com            e-mail: yolan@jkstock.keells.com
JKSB Company Profile

JKSB Company Profile

  • 3.
    This is apainting of Colombo by the famous Australian artist Donald Friend. It depicts the city as it stood several decades ago as the centre of trade and commerce. The busy harbour, the Galle Face Green, parts of the Colombo Fort and several grand old buildings which are etched in detail are landmarks of Colombo even today. The artist lived in Sri Lanka, then called Ceylon, from 1957-1961 and is considered to be among the most important artists of the 20th century. The painting was commissioned by Mackinnon Mackenzie of Ceylon Ltd. and became a property of the Keells Group with the acquisition of the Mackinnons Group in 1974.
  • 4.
    Standing tall, sturdy andstrong John Keells Stock Brokers (Private) Limited, firmly rooted in the blue-chip conglomerate John Keells Holdings PLC, has grown from strength to strength over the years. Experience and expertise has helped the company make its mark in the stock broking field, and JKSB now boasts a large and balanced client base with an equal mix of foreign, institutional and retail investors. 03
  • 5.
    The company John KeellsStock Brokers, has consistently risen above its competitors as a result of its reputation and strength, and currently enjoys the position of being one of the leading brokerage houses in Sri Lanka. The company’s business activities span the areas of Equity Brokerage and Financial Advisory. We also work closely with JK Capital in building deal flow and undertaking equity placements on investment banking transactions. The companies are subsidiaries of John Keells Holdings PLC (JKH), the largest listed conglomerate in the country with AAA (Sri) Rating from Fitch Ratings. With years of experience in the equity dealing field, JKSB has developed a large and balanced client base of foreign, institutional and retail investors. Active participation in the growth of the country’s equity market for a substantial period of time has enabled the company to sustain a network of key players in the country’s capital market. The company has the distinction of handling a number of the largest and most significant transactions recorded in the history of the Colombo Stock Exchange. Its senior management has an average of 15 years of experience in equity trading. The sales team’s ability to work closely with clients and its placement and order sourcing capability are unmatched in the industry. John Keells Stock Brokers is supported by a comprehensive research unit which offers country, sector and company specific data along with other value added services. JKSB has cultivated strong ties with all custodian banks in the country. The company also provides clients with online trading and market watch facilities. JKSB is poised to strengthen its scope and service even further in the future. 04
  • 6.
    An overview ofthe Sri Lanka Stock Market Trading is led by the Colombo Stock Exchange which is the sole authorized Stock Exchange in Sri Lanka. Moreover, there are several bodies that work alongside JKSB to ensure that all transactions take place in a smooth and systematic manner. They focus on areas such as legislation affecting the stock market, protecting the interests of investors, promoting professional standards and monitoring the development of capital markets, clearing, settlement and registration. 05
  • 7.
    An Introduction tothe Sri Lanka Stock Market The Colombo Stock Exchange (CSE) The Colombo Stock Exchange (CSE) is a company established under the Companies Act No.17 of 1982. It is licensed by the Securities & Exchange Commission of Sri Lanka and is the only authorized Stock Exchange in Sri Lanka. The Board of Directors is the main policymaking body of the Exchange. The Board appoints sub-committees and delegates power to formulate recommendations on day-to-day operations. The sub-committees are Capital Issues, Rules & By-Laws, Disciplinary & Arbitration, Research & Development, Finance and Listings. The Central Depository System (Pvt) Ltd. (CDS) The Central Depository System (CDS) is a wholly owned subsidiary of the Colombo Stock Exchange (CSE) and is incharge of clearing, settlement and registration. Its functions are fully automated and act as a depository to hold shares in trust for shareholders of listed companies. 28 stockbroking firms and 16 commercial banks provide custodial services for investors. Custodian Banks have been granted participatory status, enabling them to utilize the facilities and services offered by the CDS directly. As a participant, the custodian maintains all securities with the CDS in the client’s name. Most custodian banks have tie-line facilities to the depository, enabling real-time information on their client’s share portfolios. All physical scrips must be lodged with the Central Depository System prior to trading. The Central Depository System updates its records and dispatches the scrips to the respective company secretaries by the next working day. The Central Depository System maintains all securities accounts. Shareholders receive a statement of their holdings at each month’s end. Custodian banks receive a statement of holdings of their clients on a weekly basis. 06
  • 8.
    The Securities &Exchange Commission of Sri Lanka In September 1987, the government established the SEC, a statutory body responsible for regulating capital markets, including the stock market. The Commission’s role is to protect the interests of investors, to promote professional standards and to advise the government on the development of capital markets. The SEC regulates and governs the CSE. The body has the authority to determine requirements for new listings and the power to investigate misconduct in the market and to refer cases to the Attorney General for prosecution. Legislation The 1987 Securities and Exchange Commission Act, which set up the regulatory body, is the main legislation affecting the stock market. Investment Restrictions Foreign investment is encouraged and investment in companies listed on the Colombo Stock Exchange is largely unrestricted. Share purchases must be settled through a SIERA (Share Investment External Rupee Account). There are neither restrictions nor limitations on the repatriation of funds through a SIERA. Equity holdings in banks are restricted to 10% which can be extended to 15% with the approval of the monetary board. In addition, foreign ownership in plantations is limited to a maximum of 40%. On acquiring 10% of the equity of a company, a shareholder must inform the Stock Exchange in writing, with the next level of disclosure coming at the threshold of 20%. On acquiring 30% of the equity of a company, it is mandatory for the shareholder to make an offer for the balance shares as per the Takeovers and Mergers Code of 1995. Investor Protection A Settlement Guarantee Fund (SGF) was established in 1998. The government has contributed Sri Lankan Rs.150 million towards the SGF, which guarantees trade settlement between clearing members of the CDS and the investors. In addition, there is a Compensation Fund maintained by the Securities & Exchange Commission of Sri Lanka to make good any broker defaults. 07
  • 9.
    Trading Environment Trading onthe Colombo Stock Exchange is fully automated. Transactions take place on a scripless basis on-line between stockbrokers where client orders are matched electronically. At present, equities, corporate debt instruments and the beneficial interest in Government Securities are traded on the Stock Exchange. Physical instruments such as shares in certificate form cannot be traded. Trading is permitted only after the physical instruments are dematerialized with the CDS. Investors may maintain securities accounts with more than one stockbroker or custodian bank. Investors may place their orders with a stockbroker by phone, email, fax, Bloomberg terminal or by personally visiting the broker’s office. Upon entering the orders, they are electronically transmitted to the CSE’s database of pending transactions. Clients are required to settle the value of a purchase by T+3 (trade date + three market days). For a sale, clients will receive the sale proceeds from the broker/custodian bank on T+3. Trade settlements by Foreign Funds, Corporates and Individuals: At the time of purchase, settlement made in foreign currency would be converted to local currency on the settlement date and forwarded to the local brokerage against the purchase. In the event of a sale on the settlement date the local brokerage would forward local currency to the respective customer’s bank. As per a SEC Directive, it is mandatory to recover outstanding debtors as at T+5 by force selling of securities. Withholding Tax In most cases a withholding tax of 10% is deducted at source from dividend income for all shareholders. 08
  • 10.
    Venture with us Backed by our expertise and in-depth knowledge of the share market in Sri Lanka, John Keells Stock Brokers (Private) Limited is in the perfect position to advise and guide clients towards prosperity. Our portfolio of clients is impressive and now is the time to add your name to the list. 09
  • 11.
    Opening an Account (Informationto be submitted by applicant) 1.1 Client Instructions to open an account with John Keells Stock Brokers 1.1.1 The Client has to submit the duly completed client account opening forms together with the relevant documents to the participant as set out below in the documents required in Section 1.2 1.1.2 The Client shall ensure that there is full compliance with the KYC rules of the financial intelligence unit of Sri Lanka in opening the CDS accounts with John Keells Stock Brokers. 1.1.3 After reviewing the account opening documents inclusive of the relevant documents, John Keells Stock Brokers shall submit the forms in order to open the CDS account on behalf of the client. 1.1.4 It is the responsibility of the Client to take all possible steps necessary to prove their identity as per FIU Regulations. 1.1.5 The CDS shall reject incomplete account opening documentation, giving reasons for rejection and handing over same to the Broker. 1.2 Documents required for new and existing applicants 1.2.1 Resident individuals with normal identification must submit the following : • A clear photocopy of the National Identity Card (NIC). If the NIC is not available, a copy of a valid passport as at the date of the account being opened at the CDS should be submitted. 10
  • 12.
    • If an existing CDS account holder registered under an NIC has lost/misplaced the NIC and is unable to submit a copy through the new participant, then the CDS shall accept a copy of a valid passport which bears the NIC number. This should be submitted together with a sworn affidavit stating that the NIC is not available. • If both the NIC and passport are not available, a copy of the driving license should be submitted together with an affidavit confirming the fact that both the NIC and passport are not available. • CDS form 1 • CDS form 1 (A) • Proof of residency document as per the rules issued by the Financial Intelligence Unit of Sri Lanka valid within the last three months • CDS form 20 applicable for DEX transactions on the Debt Securities Transaction Platform (DEX) Note: If the account is to be opened using a Power Of Attorney (POA) a copy of a valid POA is required. 1.2.2 Non-resident Individuals must submit the following : • A copy of a Sri Lankan valid passport for Sri Lankan nationals or • A copy of a valid foreign passport for non-nationals • Proof of residency document as per the rules issued by the Financial Intelligence Unit of Sri Lanka • If a non-national applicant wishes to open an account giving a local correspondence address, that person should provide sufficient information regarding the correspondence address (e.g. Valid residential visa) Note: If the account is to be opened using a Power of Attorney (POA) a copy of a valid POA is required • CDS form 1 • CDS form 1 (A) • Share Investment External Rupee Account (SIERA) / Rupee Account for Non Resident Sri Lankan Investment (RANSI) account details with documentary proof (for transaction purposes). • If an existing local account holder opens a foreign individual account, CDS 1 (C) has to be submitted. 11
  • 13.
    • If a resident Sri Lankan becomes a non-resident, that person would have to open a new (foreign) account. In such an instance the following documents relating to opening a foreign client account needs to be submitted. • CDS form 1 and form 1 (A) • CDS form 1 (C) Appendix 3 – III) • Proof of residency document as per the rules issued by the Financial Intelligence Unit of Sri Lanka valid within the last three months • Share Investment External Rupee Account (SIERA) / Rupee Account for Non Resident Sri Lankan Investment (RANSI) account details with documentary proof (for transaction purposes) • Copy of valid passport 1.2.3 Local Companies must submit the following : • A copy of the certificate of incorporation of the company. If the company has changed its name, a copy of the certificate of name change issued by the registrar of companies is required. • A copy of the articles of association of the company • An extract of the resolution passed by the board of directors to open the CDS account. In the alternative, the company may provide certification of the relevant section in the account opening form itself (CDS form 2) • A recent dated letter from the company secretary indicating the names, addresses, NIC or passport numbers, and occupations of all existing directors. • A recent dated letter from the company secretary confirming the top shareholders (names and addresses) up to a maximum of ten shareholders. • For companies listed on the Colombo Stock Exchange, a directors list and a shareholders list is not applicable. • CDS form 2 completed by the company in accordance with the provisions of the articles of association of the company and / or the new companies act (No. 7 of 2007) of Sri Lanka. 12
  • 14.
    • CDS form 2 (A) completed by the company in accordance with the provisions of the articles of association of the company and / or the new companies act (No. 7 of 2007) of Sri Lanka. Note: If an authorized person signs the CDS application form on behalf of the applicant company, then the following must be submitted: • A copy of the Power of Attorney / board resolution authorizing such person to sign on behalf of the company • A copy of the national identity card / passport of such person 1.2.4 Foreign Companies must submit the following : • A copy of the incorporation of the company or equivalent document issued by the registrar of companies / applicable authority where the company is incorporated. • If the company has changed its name, a copy of the certificate of the name change issued by the registrar of companies /applicable authority where the company is incorporated • A copy of the articles of association of the company or equivalent document • A copy of the certificate of good standing issued within a period of one year by the registrar of companies /applicable authority where the company is incorporated • A certified extract of the resolution passed by the board of directors to open the CDS account. Alternatively, the company may provide certification in the relevant section in the account opening form itself (CDS form 2) • Certificate to commence business issued by the registrar of companies / applicable authority where the company is incorporated (where applicable) • A recent dated letter from the company secretary confirming the names, addresses, occupations and passport numbers of the directors of the company. • If the company is listed in a regulated stock exchange, only the names of directors and the name of stock exchange (web site reference is sufficient) should be given. If the director/s is also a company, then the following information must be provided: 13
  • 15.
    • Name of the director of the company • Date of incorporation • Place of incorporation • Registered address • A recent dated letter from the company confirming the top 10 shareholders / members names and addresses. (This is not applicable if the company is listed on a stock exchange. In that event, a web site reference is sufficient.) • Where the application includes a Global Custodian and the application is forwarded through a Custodian bank, a copy of the SWIFT message or similar document issued by the Global Custodian instructing the local custodian bank to open the account on behalf of the beneficiary company should be submitted together with a declaration from the Global Custodian that a custody arrangement or agreement exists between the Global Custodian and the beneficiary. • CDS form 2 completed by the company in accordance with the provisions of the articles of association of the company. • CDS form 2 (A). • Share Investment External Rupee Account (SIERA) / Rupee Account for Non Resident Sri Lankan Investment (RANSI) account details with documentary proof (for transaction purposes). Note: If an authorized person signs the CDS application form on behalf of the applicant company, then the following must be submitted: • A certified copy of the Power of Attorney / board resolution authorizing such person to sign on behalf of the company • The copy of national identity card / passport of such person(s) should be submitted • Certification 1.2.5 Funds must submit the following : • Copy of the document relating to the establishment of the fund (Prospectus, Trust Deed and other legal documents) which should contain the following : 14
  • 16.
    (i) Full nameof the fund (ii) Date and place of the establishment of the fund (iii) Investment objectives or purpose of the fund • Copy of the document relating to the appointment of the manager of the fund or trustees • If the fund manager/ trustee is a company i) Name of the fund manager company ii) Date of incorporation iii) Place of incorporation iv) Registered address should be given • If the fund / trustee(s) is not an incorporated entity, individual names and addresses of the persons who are responsible for the management of the fund should be given. • A copy of the letter issued by the supervisory authority of the relevant country (within a period of one year) • Where the applicant is titled in the names of the “registered Holder / Global Custodian/ Beneficiary” and forwarded through a custodian bank, a copy of the SWIFT message or similar document issued by the Global Custodian instructing the local custodian bank to open the account on behalf of the beneficiary company should be submitted together with the declaration of the Global Custodian that a custody arrangement or agreement exists between the global custodian and the beneficiary. • A copy / copies of the custody agreement(s) • Details of the beneficiaries / unit holders of the fund • CDS form 2 • CDS form 2 (A) • Share Investment External Rupee Account (SIERA) / Rupee Account for Non Resident Sri Lankan Investment (RANSI) account details with documentary proof (for transaction purposes). 15
  • 17.
    Certification All supporting documentsto be submitted to the CDS should be certified / attested / authenticated for purposes of validating by persons mentioned below. Such certification should state that the document is a certified true copy. a) If the account is coming through a global custodian, documents should be certified by the custodian bank. b) By a solicitor, attorney-at-law, notary public, practicing in the country where an applicant resides. 16
  • 18.
    Towards your expectations John Keells Stock Brokers (Private) Limited is committed to make sure you optimize your invest- ments in an ever changing market scenario. Based on our years of experience and a thorough understanding of the bigger picture, we offer you one-on-one wealth management advice with the dynamism and dedication that are the hallmark of our service. 17
  • 19.
    Brokerage Brokerage rates arefixed for transactions up to the value of Rs. 50 million by the Colombo Stock Exchange and are common to all brokers. However transactions above Rs. 50 million are negotiable with a minimum brokerage fee of 0.2% being applied. Intraday trades will only have one side of the brokerage charged. Commissions earned on trades executed via foreign brokerages shall be equally shared by the foreign and local brokerages. Given below is the break up of the fees for a purchase/sale transaction: Transactions upto Rs. 50 million Transaction Cost Brokerage Fee 0.640% Securities & Exchange Commission Fee 0.072% Colombo Stock Exchange Fee 0.084% Central Depository System Fee 0.024% Share Transaction Levy 0.300% Total 1.120% over Transactions upto Rs. 50 million Transaction Cost Minimum Brokerage Fees 0.2000% Securities & Exchange Commission Fee 0.0450% Colombo Stock Exchange Fee 0.0525% Central Depository System Fee 0.0150% Share Transaction Levy 0.3000% Minimum Total Brokerage 0.6125% 18
  • 20.
    Watching out for yourinterests Our team of experts is constantly studying and analyzing the market based on research and solid data. JKSB personnel have the experience to design and execute strategic plans to maximize your returns. Furthermore, all our client-company relationships are built on the firm foundation of mutual respect and trust. 19
  • 21.
    Key Contact Personnel TivankaRatnayake Akmal Mashoor Vice President – JKH, Asst. Vice President – JKH, Chief Executive Officer Head of Sales Tel. (Mob): +94 777 420537 Tel. (Mob): + 94 777 489468 (Dir): + 94 11 4710725 (Dir): + 94 11 4710726 e-mail: tivanka@jkstock.keells.com e-mail: akmal@jkstock.keells.com Ms. Chryshanthi Manuel Yolan Seimon Manager – Back Office Head of Research Tel. (Mob): + 94 777 311598 Tel. (Mob): + 94 772 067512 (Dir): + 94 11 2306276 (Dir): + 94 11 2306273 e-mail: chryshanthi@jkstock.keells.com e-mail: yolan@jkstock.keells.com