Sectoral Distribution of the Companies

Transcription

1 Sectoral Distribution of the Companies 1% 6% 4% 5% 2% 7% 1% 10% Sectorial Distribution 5% 7% 1% 2% 11% 11% 2% 2% 12% 5% 6% Food, Beverages & Tobacco Telecom Apparels & Accessories Capital Goods Healthcare Services Commodity Broking Commercial Services & Supplies Realty Retailing NBFC Housing Finance Broking Financial advisory & Consultamcy services Software & Services Media Transportation General Industrials Hotels, Restaurants & Tourism Metals & Mining 1

2 A(ii) Institutional Trading Platform

3 ITP Hon ble Finance Minister in his budget speech on Feb 28, 2013 stated that Small and medium enterprises, including start-up companies, will be permitted to list on the SME exchange without being required to make an initial public offer (IPO), but the issue will be restricted to informed investors. This will be in addition to the existing SME platform in which listing can be done through an IPO and with wider investor participation SEBI issued SEBI (listing of Specified Securities on ITP) Regulation, 2013 on Oct 8, 2013 First ITP listing at BSE on Feb 11,

4 Eligibility Criteria (Reg. 106 Y SEBI ICDR Regulation 2009) Qualitative Factors Quantitative Factors Company/promoter/group Company or Director not to be in the defaulters list of RBI/CIBIL No winding up petition against the company by a competent court Company/Group Companies/Subsidiaries not to referred to BIFR within 5 years No regulatory action against the company/promoter/director by SEBI, RBI,IRDA,MCA within last 5 years The company has not completed a period of more than ten years after incorporation Revenues not exceeded 100 Crores in any financial year. Paid up Capital not exceeded 25 Crores in any financial year. atleast one full year s audited financial statements. 4

5 Eligibility Criteria-Contd. In addition,any one of the following criteria: Minimum Investment of 50 Lakh in Equity Shares by either AIF or VCF or other category of Investors Approved by the Board or Angel Investor(Member of Any Angel Association or group). The company has received finance from a scheduled bank 3 years back and funds so received have been fully utilized. Minimum Investment of 50 Lakhs in equity shares by a registered merchant banker or QIB locked in for 3 years from the date of Listing. A specialized international multilateral agency or domestic agency or a public financial institution as defined under section 4A of the Companies Act, 1956 has invested in the equity capital of the company. 5

6 BSE Eligibility Criteria for Listing on ITP Net Tangible Assets - Min Rs. 1 Crore OR Net income (ex. extraordinary and other income) of Rs. 50 Lacs as per the latest audited financials. There has been no change in the promoters of the Company in the preceding one year from date of filing of application with BSE for listing on the SME ITP platform The minimum amount of investment shall be Rs. 10 crores or 25% of the listed capital of the ITP Company, whichever is higher. Further, the same should be locked in for a period of three years from the date of listing 6

7 A(iii) Alternate Capital Raising Platform (ACRP)

8 SME ITP Alternate Capital Raising Platform (ACRP) Based on deliberations at its PMAC meeting, SEBI has floated a Discussion Paper calling for public comments on a new ITP platform specially for start-ups and knowledge based companies referred to as Alternate Capital Raising Platform (ACRP) ITP means listing without IPO - however, it is envisaged that ACRP will allow companies to raise money. Presently ITP companies list without passing through SEBI scrutiny, only Exchange s process. Under ACRP the fund raising by these companies will need to obtain SEBI approval Salient features of this proposal for ACRP are : Start-ups to be allowed to raise capital (presently not allowed on ITP platform) Only 2 categories of investors viz. QIBs and NIIs no retail investor category Allotment of upto 75% to QIBs on Discretionary basis with no QIB > 5% of issue Min application size in IPO to be Rs 10 lakhs and trading lot Rs 5 lakhs Min no of allottees to be 500 (1000 in main board IPO) Issue size to be minimum Rs 50 crores Lock-in of 3 months (presently in IPO it is 3 years) 8

9 Comparison of ICDR Vs proposed ACRP S.No. Requirement Applicable under the ICDR 1 2 Need to file draft offer document to SEBI for comments Disclosure of the objects of the issue Yes Detailed disclosure with information on the purpose, means of financing the project, proposed deployment status of the proceeds at each stage of the project, interest of promoters and directors, etc. Proposed under ACRP for start-ups / new age Yes Restricted for broad objects only 3 Minimum Promoter contribut ion 4 Post Issue lockin for Promoters & other shareholders 5 Basis of issue price 20% of post-issue capital A minimum of 20% of Promoter Shares are locked in for 3 years. Promoter shareholding in excess of 20%) & other pre-issue capital are locked-in for 1 year Disclosure on the basis of Issue Price including disclosure on EPS, Diluted EPS, PE Ratio etc. No such minimum requirement Entire pre-issue capital locked in for 6 months. Disclosure other than projections as may be deemed fit by the Company. 9

10 A(iv) Crowdfunding

11 Crowdfunding Crowdfunding is solicitation of funds (small amount) from multiple investors through a webbased platform or social networking site for a specific project, business venture or social cause. SEBI had proposed a crowdfunding framework for India in a consultation paper in June Crowdfunding increases flow of credit to SME s as funds are raised at lower capital cost It provides a platform for ventures which have a higher risk element to collect funds Minimum of 5 per cent of the total number of shares of the company shall be held by QIBs. Startup must be less than 4 years old and cannot raise more than Rs. 10 crore in a year No Secondary market - Companies displayed on crowdfunding platforms to be treated as listed companies Proposal does not necessarily mean draft rules shall be framed and crowdfunding provisions shall be introduced in India 11

12 12