STUDY MATERIAL
PROFESSIONAL PROGRAMME
CORPORATE FUNDING
&
LISTINGS IN
STOCK EXCHANGES
MODULE 3
PAPER 7
i
, © THE INSTITUTE OF COMPANY SECRETARIES OF INDIA
TIMING OF HEADQUARTERS
Monday to Friday
Office Timings – 9.00 A.M. to 5.30 P.M.
Public Dealing Timings
Without financial transactions – 9.30 A.M. to 5.00 P.M.
With financial transactions – 9.30 A.M. to 4.00 P.M.
Phones
011-45341000
Fax
011-24626727
Website
www.icsi.edu
E-mail
Laser Typesetting by AArushi Graphics, Prashant Vihar, New Delhi, and
Printed at SAP Printers, Mumbai/December 2020
ii
, PROFESSIONAL PROGRAMME
CORPORATE FUNDING & LISTINGS IN STOCK EXCHANGES
Funding is crucial for corporates, not only to invest and to expand, but also to operate their daily business.
Some corporates rely more intensively on internal funds, while others rely more intensively on external funding.
The never-ending requirement for funds germinates from the continuous business expansion undertaken by
corporates.
Currently, the market offers numerous ways to obtain finance. With each passing day, a different product is
getting evolved to meet the requirements of the growing industries. There are a number of ways to finance a
business and a range of lenders and investors to choose from when the treasury function is making financing
decisions.
Listing refers to the company’s shares being traded officially on the board of a Stock Exchange. Each Stock
Exchange has its own listing requirements or rules. Only listed shares are quoted on the Stock Exchange. Stock
exchange provides transparency in transactions of listed securities and equality and competitive conditions.
Listing is beneficial for the company, to the investor, and to the public at large.
When companies get listed at Stock Exchanges, they are required to enter into an agreement which is called
the listing Agreement under which they are required to file certain compliances and disclosures which are
given by listing Agreement, failing which the company may face some disciplinary action, including suspension/
delisting of securities.
The paper on Corporate Funding & Listing on Stock Exchanges has been introduced to provide knowledge on
the various source of finances available to raise funds in the Indian as well international market, the legislative
framework for raising such funds and regulatory requirements to list the securities on the Indian as well as
foreign Stock Exchanges, issued pursuant to the funds raised.
This Paper is divided into two parts: Part I deals with Corporate Funding and Part II deals with Listings on Stock
Exchanges.
Part I elaborates on the conceptual and legal framework of corporate funding like Equity, Debt, Public Funding,
Private funding, Fund based, Non-fund based funding & Securitization. Part II explains about the listing on
Indian Stock Exchanges, international listing, preparing a company for IPO, documentation and procedural
compliances.
A Company Secretary plays a vital role in raising finance for a company. Further the corporates in India looks
upon especially Company Secretaries to provide the impetus, guidance and direction for raising funds from
different source and to advise the Board on their regulatory compliances while raising funds. The Company
Secretary being a Compliance officer of the company and Senior Management Personnel plays a pivotal role in
listing of the securities on the Stock Exchanges in India and abroad as well.
The coverage of this subject is “Hybrid” in nature which requires integrated application of several Core / Ancillary
areas or references of the other subjects included in the ICSI Syllabus. This study material has covered such
topics to a limited context. The students are advised to refer the relevant topics from the bare Acts, Rules &
Regulation’s and study material of the respective subjects or from the publications such as guidance note,
referencer published by the ICSI.
The legislative changes made up to December, 2020 have been incorporated in the study material. The
students to be conversant with the amendments to the laws made upto six months preceding the date of
iii
, examination. It may happen that some developments might have taken place during the printing of the study
material and its supply to the students. The students are therefore advised to refer to the updations at the
Regulator’s website, Supplement relevant for the subject issued by ICSI and ICSI Journal Chartered Secretary
and other publications for updation of study material. In the event of any doubt, students may write to the
Directorate of Academics of the Institute for clarification at .
Although due care has been taken in publishing this study material, the possibility of errors, omissions and/or
discrepancies cannot be ruled out. This publication is released with an understanding that the Institute shall not
be responsible for any errors, omissions and/or discrepancies or any action taken in that behalf.
Should there be any discrepancy, error or omission noted in the study material, the Institute shall be obliged if
the same is brought to its notice for issue of corrigendum in the e-bulletin ‘Student Company Secretary’.
iv
PROFESSIONAL PROGRAMME
CORPORATE FUNDING
&
LISTINGS IN
STOCK EXCHANGES
MODULE 3
PAPER 7
i
, © THE INSTITUTE OF COMPANY SECRETARIES OF INDIA
TIMING OF HEADQUARTERS
Monday to Friday
Office Timings – 9.00 A.M. to 5.30 P.M.
Public Dealing Timings
Without financial transactions – 9.30 A.M. to 5.00 P.M.
With financial transactions – 9.30 A.M. to 4.00 P.M.
Phones
011-45341000
Fax
011-24626727
Website
www.icsi.edu
Laser Typesetting by AArushi Graphics, Prashant Vihar, New Delhi, and
Printed at SAP Printers, Mumbai/December 2020
ii
, PROFESSIONAL PROGRAMME
CORPORATE FUNDING & LISTINGS IN STOCK EXCHANGES
Funding is crucial for corporates, not only to invest and to expand, but also to operate their daily business.
Some corporates rely more intensively on internal funds, while others rely more intensively on external funding.
The never-ending requirement for funds germinates from the continuous business expansion undertaken by
corporates.
Currently, the market offers numerous ways to obtain finance. With each passing day, a different product is
getting evolved to meet the requirements of the growing industries. There are a number of ways to finance a
business and a range of lenders and investors to choose from when the treasury function is making financing
decisions.
Listing refers to the company’s shares being traded officially on the board of a Stock Exchange. Each Stock
Exchange has its own listing requirements or rules. Only listed shares are quoted on the Stock Exchange. Stock
exchange provides transparency in transactions of listed securities and equality and competitive conditions.
Listing is beneficial for the company, to the investor, and to the public at large.
When companies get listed at Stock Exchanges, they are required to enter into an agreement which is called
the listing Agreement under which they are required to file certain compliances and disclosures which are
given by listing Agreement, failing which the company may face some disciplinary action, including suspension/
delisting of securities.
The paper on Corporate Funding & Listing on Stock Exchanges has been introduced to provide knowledge on
the various source of finances available to raise funds in the Indian as well international market, the legislative
framework for raising such funds and regulatory requirements to list the securities on the Indian as well as
foreign Stock Exchanges, issued pursuant to the funds raised.
This Paper is divided into two parts: Part I deals with Corporate Funding and Part II deals with Listings on Stock
Exchanges.
Part I elaborates on the conceptual and legal framework of corporate funding like Equity, Debt, Public Funding,
Private funding, Fund based, Non-fund based funding & Securitization. Part II explains about the listing on
Indian Stock Exchanges, international listing, preparing a company for IPO, documentation and procedural
compliances.
A Company Secretary plays a vital role in raising finance for a company. Further the corporates in India looks
upon especially Company Secretaries to provide the impetus, guidance and direction for raising funds from
different source and to advise the Board on their regulatory compliances while raising funds. The Company
Secretary being a Compliance officer of the company and Senior Management Personnel plays a pivotal role in
listing of the securities on the Stock Exchanges in India and abroad as well.
The coverage of this subject is “Hybrid” in nature which requires integrated application of several Core / Ancillary
areas or references of the other subjects included in the ICSI Syllabus. This study material has covered such
topics to a limited context. The students are advised to refer the relevant topics from the bare Acts, Rules &
Regulation’s and study material of the respective subjects or from the publications such as guidance note,
referencer published by the ICSI.
The legislative changes made up to December, 2020 have been incorporated in the study material. The
students to be conversant with the amendments to the laws made upto six months preceding the date of
iii
, examination. It may happen that some developments might have taken place during the printing of the study
material and its supply to the students. The students are therefore advised to refer to the updations at the
Regulator’s website, Supplement relevant for the subject issued by ICSI and ICSI Journal Chartered Secretary
and other publications for updation of study material. In the event of any doubt, students may write to the
Directorate of Academics of the Institute for clarification at .
Although due care has been taken in publishing this study material, the possibility of errors, omissions and/or
discrepancies cannot be ruled out. This publication is released with an understanding that the Institute shall not
be responsible for any errors, omissions and/or discrepancies or any action taken in that behalf.
Should there be any discrepancy, error or omission noted in the study material, the Institute shall be obliged if
the same is brought to its notice for issue of corrigendum in the e-bulletin ‘Student Company Secretary’.
iv