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s t y ,
(FYBAF : SEM-II
\
a r e a t r an
Imnopva t i o
—_
e F i n a n ia l S e r v ice: My _
MO
e “ F a c t o r i n g v/ s F o r f a r t i n g }
[mi
| F o r f a r ittsing
=e W o ing
r k of
© Benefits and Drawbacks of Forfaiting
© Practical Problems
Bill Discounting
e Introduction
"
e Framework
e Bill Market Schemes
* Factoring v/s Bill Discounting in Recetvable Mang Seep
EC
—_ Jo PEA es. |
____ FINANCIAL SERVICES © 1a -4
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Introduction to Traditional Finany ial Services ;
Banking
Insurance Capital
Markets
FINANCIAL
SERVICES
Venture
Mutual
Capital Funds
Merchant
Banking
Definition
As per Section 65(10) of the Finance Act, 1994, ” banking and financial
services’ means the following services provided by a banking
company or a financial institution including a non banking financial
company, Viz,
(i) financial leasing services including equipment leasing and hire
purchase by a body corporate
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\
4\, Innovative Financial Services
(FYBAF: SEM-IL, TYBMgg, 1b
Pion of Financial Services/Scope of Fina, /
Services Sy in
TI
The scope of financial services is very wide. This is because iti, yA.
a wide range of services. % 7
The functions of financial services can
be broadly ClasSifieq Intg ;
(a) Fund based services (or asset based services) and : L
(b) Non-fund based services (or fee-based services) -
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Introduction to Traditional Financial Services
5
The non-tund based services include
the following:
l. Securitisation
Credit rating
£43
4. Loan syndication
5. Project advisory services
7. Services to foreign companies and NRIs
8. Porttolio management
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M - I L , T Y B M S. Sta, st
[Innovative Financid I Se
pices (FYBAF : SE
6
-anv instalm ent, ek h
.
last instalmentJIE the buyer
fails to pay an) Introduction to Traditional Financial Services
aj
can repossess the goods. the happening of certain event for a payment of consideration.
£” . P oo of bill is fund based ¢ It is a contract between the insurer and insured under which
en ce companies. In the case ca the insurer undertakes to compensate the insured for the loss
ee _— rot
a SDE ified period, the hold In, arising from the risk insured. In fact insurance is a device by
Service Pe = 1
bill which is payable aftera SPE"
attor
EF q er which a loss likely to be caused by uncertain event is spread
ait ti aturity or due date, if he is In neec of Mone ey
over a large number of persons who are exposed to it and who
is a ade bill with his banker. ane at — Q a i voluntarily join together against such an event, The document
oy nt in
amountas a discount, the ba nker credits the net am which contains all the terms and conditions of insurance (i.e.
account. Thus, the bank purchases the bil] th,
customer's the written contract) is called the ‘insurance policy’. The amount
credits the customer's account with the amount of the bin for which the insurance policy is taken is called ‘sum assured’.
s payment to by
discount. On the due date, the drawee make The consideration in return for which the insurer agrees to make
over
banker. If he fails to make payment, the banker will rec good the loss is known as en 7 as m’. This premium
amount from the customer who has discounted the bill Th is to be paid regularly by the insuretL It may be paid monthly,
discounting of bill means giving loan on the basis of the seo, zarterly, half yearly or yearly
of a bill of exchange.
Factoring: Factoring is an arrangement under which the factor
Venture capital: Venture capital refers to capital hich j purchases the account receivables arising out of credit sale of
A
) It involy
available for financing the new business venturés goods/services and makes immediate cash payment to the
lending finance to the growing companies as well t is I supplier or creditor, Thus, it is an arrangement in which the
investment ina highly-risky project with the objective o earnin account receivables of a firm /client are purchased by a financial
high rate of TY In short, venture capital means long wg institution or banker. Thus, the factor provides finance to the
isk capital in the forny of equity finance. client /supplier in respect of account receivables. The factor
undertakes the responsibility of collecting the account
5. / Housing financeHousing finance simply refers to provid; receivables. The financial institution / factor undertakes the
finance for house building) {t emerged as a fund based financig isk. The factor charges a fee for these services.
service in India with the establishment of National Housing
Bank (NHB) by the RBI in 1988 It 1s an apex housing finance” a Forfaiting: Fortaiting is a form of financing of receivables
institution in the pet os now, a number of SPecialiseg relating to international trade. It is a non-recourse purchase by
financial institutions/companies have entered in the'fielg of a banker or any other financial institution of receivables arising
housing finance) Some of the institutions are HDFC, Lc from export of goods and services. The exporter surrenders his
Housing Finance, Citi Home etc.) right to the forfaiter to receive future payment from the buyer
2 to whom goods have been supplied. Forfaiting is a funding
S$ Insurance services: Insurance isa contract between two Parties method that helps the exporter sell his goods on credit and yet
( One party is the Insured and the other party is the insure receives the cash well before the due date. In short, in forfaiting
Ynsured is the person whose life or property is insured with the: arrangement, a forfaitor discounts an export bill and pays ready
insurer./Nhat is, the person whose risk is insured is called cash to the exporter.
insured, Insurer is the insurance company to whom riskis
transferred-by the insured, /T hus the person who insures the 9, Mutual fund: Mutual funds are financial institutions which
risk of insured is called ifisurer. It is a contract in which the mobilise savings from the people and invest them ina mix of
insurance company undertakes to indemnify the insured on corporate and government securities in debt and equity market.
The mutual fund managers manage this portfolio of securities
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eS CT —_ : i Hh She. 25 : .
SS
2 hs K rary ie es -
4 Custodial services: In simple words, the services providedh of”~ mn growth : The financial service industry mobilises the
a custodian are known as custodial services fae oustodiaa savings of the people and channels them into productive
services. Custodian is handed over securities by the . investments by providing Various services to people and
owners for safe custody. Custodian is a ire eg publi corporate enterprises. The economic growth of any country
proper ty or securities. Custodians are intermediaries betwe depends upon these savings and investments.
compa :
=e py = ane oe . renderin; g these services, he ge!_2°
For Promotio; n of savings: The ; Sr =
financial service industry mobilises
10N called custodial] charges. the savings of the people. It provides liability, asset and size
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TYBMs . jo
F i n a n c i a l Se !— YBAE SEM-[]
: Re
SOTVICES. Capital forma Financial Intermediaries
Y
ancjaj
Creation of employment opportunities : [he Fin Saver
industry creates and prov ides employment OPPortunj. *,
millions of people all ever the world. Financial Markets
.
to GN P (Gross
[ National Produc
5 ontribution has bee n in ) : a
ncia | services to GN P Fig. 2: Mobilisation of Savings
contribution of fina
st c ountries.
vear after vear in almo Selection of project and monitoring performance of
hu
Benefit to Government : The presence of financial Sery; Provide for an efficient and effective payment, clearing and
la
enables the government to raise both short-term and lo settlement system: Another objective of financial services 15 to
funds to meet both revenue and capital expenditure. Throyg provide for a swift and securéd payment mechanism for transfer
the money market, government raises short term funds by& of funds across geographies or regions for the smooth
issue of Treasury Bills. These are purchased by commer functioning of trade and commerce. It is also required to ensure
banks out of their depositors money. fairand transparent clearing and settlement mechanism in the
debt market, stock market, currency market and derivative
In addition to this, the government is able to raise long-term
market.
funds by the sale of government securities in the SECUTItix
market which forms a part of financial market. Even foreig: Offer portfolio valuation: To offer suitable portfolios to the
exchange requirements of the government can be met in th investors to match the risk and return of different categories of
foreign exchange market. securities with that of the investor is an objective of financial
SETVICCS.
_ZOBJECTIVES / FUNCTIONS © Provide advisory services: The financial services are required
wn
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cial 5 eices (FYBAF :SEM-ILTYBMs.. +
Innovative Finan
ocuured syy stem for al) I] fin. an, ©
sec
a n d
fair, transparent Id
transactions.
|
; Introduction to Traditional Financial Services
wn
se ll in g of fi na nc ia l as sets: Ons based industry. It involves creation, dissemination and use of
d
Facilitate buying 4" ia l se rv ic es Is to facilitate % information. Information is an essential component in the
© f fi na nc
important objective l
lling of all varieties of financia production of financial services,
function of buying and se
ia l d e e p e n i n g a n d broader.
na nc
Promote the process of fi ancial deepening
:
Promoting the » pro proces
ces s
s of
O° © fin \ OBEF A
and broa dest
_ FINANCIAL SERVICE MARKET ic
financial Serv ices Network
with the help of well designed
ne ICS |LY
CHARAC} TERIST
services and convenience to the customers.
jet Electronic revolution resulting into new distribution and service
marketing have widened the reach to the customers and
Intangibility: Financial services are intangible. Therefore, reduced the cost of marketing.
cannot be standardized or reproduced in the same form, Th
Speed of service is also considerably improved in the financial
institutions supplying the financial services should have a bot. service market.
image and confidence of the customers. Otherwise, they
not succeed. They have to focus on quality and innovationg Insurance sector has witnessed the launch of innovative
their services. Then only they can build credibility and gai products in the market. Online application for policy and faster
the trust of the customers. settlement of claim are some of the important features of the
current insurance services market.
Inseparability: Both origination and supply of financial servicg
have to be performed simultaneously. Hence, there should Mutual funds’ AUMs (Asset Under Management) have
perfect understanding between the financial service institution increased sharply with increasing emphasis on transparency,
and its customers. ease of transactions, efficiency of fund management, reduction
in the transaction costs and effective regulatory control by SEBI
Variability: In order to cater a variety of financial and related over AMCs.
needs of different customers in different areas, financial servic
organisations have to offer a wide range of products and NBFCs have been serving the unbanked customers by
services. This means the financial services have to be customise pioneering into retail asset backed lending and microfinance.
to meet requirements of customers. The service institution Further NBFC are aspiring to be one stop shop for all financial
differentiate their services to develop their individual identity
services,
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ial Servi ces (FYBAF - SEMHII, TYBAjG Yr: SR ey
14 Innovative Financ
“My Introduction to Traditional Financial Services 15
A. FINANCIAL MARKETS
Primary Market: [tis a market for new issues to public. The primary
market deals with those securities which are issued to the public for
- the first time.
|. Booming Capital Market , oe hives
> Increasing transparency Nb Financial cn secon dary Market: lt is a market for secondary sale of securities.
3. Regulator, control over Es aan: \ After the initial public offer of securities by the issuer to the public,
es wel a “WES 10 Choy, the securities are quoted in the stock exchange and a continuous
4. Innovative ucts Eg ione and regular secondary mark >t fo ning -alline ac Ir Hoc
5. Rise in disposable income Se NOR ig | cowlhe FES a nO AC Gh AEA
6. High penetration of private 7 RE DS ie VSemeny
; | .. os
play 8. Lack of 2 human
3nd privacyY th
tone oo . =
Forex Market: This : market facilitates the trad ing
;
of foreign exchange.
$ Generation of employment online applications 9 Capital Market: This market deals with long term securities.
Fig.io, 3: 3: Opportunitics
Uppo and Threats A capital market isa financial market in which long-term debt (over
a vear) or equity-backed securities are bought and sold.
noes Money Market:
_ [his isSam:
a market for dealingg with
with fi 1; assets ;
financial
| FINANCIAL SERVICE and securities which have a short term maturity period.
MARKET CONSTITUENTS Credit Market: Credit market refers to the market through which
companies and governments issue debt to investors, such as
= fie ES. investment-grade bonds and debentures.
CONSTITUENTS OF FINANCIAL SERVICE MARKET | = |
= Financial Assets: A financial asset is a tangible liquid asset that gets
its value from a contractual claim. Stocks, bonds, bank deposits are
examples of financial assets. Unlike land, property, commodities or
Financial Assets | Financial Markets | | Financial Ins titutions other tangible physical assets, financial assets do not necessarily
~ have inherent physical worth. The main classes of financial assets
_ are equity and debt.
| NBR Financial Institutions: A financial institution is an establishment
that conducts financial transactions such as investments, loans &
deposits. Banks and Non-banking Finance Companies (NBFCs) are
the main categories of financial institutions in the financial services
| Forex Market | | Capital Market | Money Market Credit Marks system.
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Services (EYBAF - SEMI, Typag =
lé Ianoratire Financial : a
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SOLE 0.
eC ee ee ee ee
I EE 43-9
4
a
i
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Se a Oh Hae rae
(1) RBI Act Every NBFC is required to create a reserve fund by transferring at a
least 20 per cent of its net profit before declaring any dividend. : :
eo) Feel SORE The RBI can regulate/ prohibit solicitation of deposits from public. i
iT ALM (Asset-Liability)
(iii) -Liability) Framework | is
It can give directions to NBFCs relating to a
(iv) Guidelines of Fair Practices Code (i) prudential norms for income recognition, accounting standards, i
(iv) Credit Information Companies Act, 2005 provisioning on capital adequacy and 65
The RBI regulates and supervises the NBFCs under the RBI 4 (ii) deployment of funds.
oe
The regulatory and supervisory objective is to : It can also issue directions for providing information relating to
(a) ensure the healthy growth of NBFCs deposits or for conduct of business.
The NBFCs which can covered general principles on adequate disclosures on the terms
be registered with the RBI are and conditions ofa loan and also adopting a non-coercive recovery
(i) equipment leasing
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En
22 Innovative F inancial Services (FYB AF: SE
A revis ed in VIEW
M-IL, TYBug. Sp
of the recent d ey " |
RE
.
method. The same Introduciion to Tradifonal Frnancial Services
i n c l u d i n g creation of New Ca tegory of NB FE, by
with sector “age?
MFI and also the ra ar was iss ued on March 26, 2015 Nt kris!
ci rc u!
jewellery. Revised
on Fair Practices Code for NBFCs Pert:
Guidelines
applications for loans
an d their processing are listeg q. "iy down _ INTRODUCTION
(a) All Communic
language Or a languag "TOWerp. | receivables. Although these fund based financial services constitute
\Loan| application
b) which forms should include necessary inf. |
"may acntical
countries regment
, they of the
appeared Financlal
on the services
Indian scenario
financial in the
scene
advanced
only in the
ets the
affects |
the interest © f the borrower,ef, 50 that. a mean; TR; nee a
initiatives.
comparison with the terms and conditions offereg by hy early nineties as a result of RBI
NBECs can be made and informed decision can be taken 4 EY | spas
borrower. The loan application form may indicate. vi MEANING, y
Wy LNALNGS, |
documents required to be submitted with the applications
The NBECs should devise a system of giving acknowled gemeny Factoring is a fund based financial service which provides resources
receipt of all loan applications. Preferably, the time frame with ta finance receivables as well as facilitates the collection of
which loan applications will be disposed of should also be indica receivables. It involves the outright sale of receivables at a discount
in the acknowledgement. to a factor to obtain funds.
Note; There are several guidelines issued by RBI on fair practi Factoring ei - CY Jo Uh Lb ny ey ”
Code for NBFCs which can be referred by the students on the welg cd Hang out Sa £ 6 goo S/ Services are so IV cl : rm /c lent to the
f RBI | | | | ‘factor (a financial intermediary) as a result of which the title to the
0 Le. www.rbiorg.in | | :
goods/services represented by the said receivables passes on to the
Credit Information Com panies Act was enacted in 2005 to facilig factor, Henceforth, the factor becomes responsible for all credit
the efficient distribution of credit and to provide for regulation control, sales accounting and debt collection from the buyer. Ina
Ee es
CICs. Credit information includes (a) nature of loans. advan! full service factoring (without recourse facility), ifany of the debtors
amount under credit cards, other credit facilities: (b) natures falls (BERS ASS REESE, GF ie ARERRAL Rea I
=< ty; (c) guarantee /non-fund based facility; (4) credit worthing PRODI ERY,» HAE TAGES NSS IO BORO TIE WOES,
of a borrowe i Mk | h ; ;
Wer and Sqwgn. Forefaiting is a mechanism by which the right for export receivables
The main-elements of CIC's mon ofa ont of an exporter (Client) is purchased by a Financial Intermediary
registration, manage 5 (Forfaiter) without recourse to him.
a - management, auditors, functions, information privs
principles and offences / penalties.
TYPES OF FACTORING
Factoring arrangement can be of different types depending upon
the need of client or business. The collection of receivables and sales-
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np Frnanctal SEFVICes (FYBAF :SEM-J1 Typ phe tL el) uf ied
Inmmoodth i Ms : Sky,
[Sais 4 common
admini=stration le: ure of all types -
ſeat iN
in advance in case the customer does not pay on maturity. The rate of interest on advance ts calculated on the basis of the
prevailing short-term rate, the financial standing of the client
Credit risk is with the client. and the volume of the turnover.
Factor does not participate in the credit sanction process | B. Features of Maturity Factoring/Collection Factoring
g. In India, factoring is done with recourse. | a The factor does not make any advance payment to the client.
|
Credit risk is with the factor. d. Nominal commission is charged by the factor.
Higher commission is charged to compensate for the loss aris eC. There is no risk to the factor.
out of irrecoverable receivables, The additi
onal fee is charg
by the factor as a premium for risk bearing referred to asad
3 FULL FACTORING
credere commission. This’ is the most comprehensive form of factoring combining the
Factor Participates in credit sanction features of almost all the factoring services specially those of non-
process and appi recourse and advance factoring. Full factoring provides the entire
credit limit given by the client
to the customer.
| “ spectrum of services such as collection,
credit protection, sales-ledger
In USA/UK, factoring is commonly done administration and short term finance.
without recouls
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26 Innovative Financial Services (FYBAF : SEM-IT, TYBMs. SEM
VI
4/ DISCLOSED AND UNDISCLOSED FACTORING Introduction to Tradittonal Financial Services
In disclosed factoring, the name of the factor is disclosed in invoices, bills of lading and supporting documents are delivered
invoice by the supplier of the goods asking the buyer to mat to the export factor.
payment directly to the factor. Generally, the factors assume y° ¢ The export factor gives the works of credit checking,
risk of non-payment under non-recourse arrangements. The j;,.. maintaining sales ledger and collection to the import factor.
within which the factor works as non-recourse Is specified jpn
agreement beyond which the dealings are done on a recourse basi, * The import factor collects the payment from the importer and
remits payment to the export factor on assignment or collection
The name of the factor is not disclosed in the undisclosed factorin as per the terms of assignment in the currency of the invoice.
although the factor maintains the sales ledger of the supplier. The
Finally, the exporter factor makes payment to the exporter upon
entire realization of the receivables is done in the name of the Cliery °
assignment or maturity or collection as per the arrangement.
company but all control remains with the factor. He also Provide
Short-term finance against sales invoices. International factoring provides a non-recourse factoring deal. The
exporters have hundred per cent protection against bad debt loss
5. / DOMESTIC AND EXPORT / CROSS-BORDER | oncredit approved sales. The factors take required assistance and
INTERNATIONAL FACTORING avail facilities provided in the exporting country for export
. — —_— promotion. Factor covers exchange risk also in case of international
Domestic factorin g is the factoring in which the buyer, seller-su Pplier f4¢ toring.
and factor are domiciled in the same country. |
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wrepces (t YBAI ; SEM. if. YB.
Se
28 Innovat TOW x saciid
i Sp
ys a debt. The factor receives Payment fx, | i
price of th
to the Seller After g COL roduc ton lo Traditional Financial Services 29
on due date and remits the money
his charges. “ty client fixes credit limits for approved customers. Within these
= -_ limits, the factor undertakes to purchase all trade debts of the
" Credit Sale of Goods SY customer without recourse. Thus the factor assumes the risk of
default in payment by customers, The credit-worthiness of
[ Customer | Invoice Client customers is assessed by factors on the basis of information
from number of sources such as credit rating reports, bank
reports and trade reterences.
Pay the
Amount (3) (2) (5. Advisory Services: By virtue of their specialized knowledge
= Factor == and experience In finance and credit dealings and access to
| extensive credit information, factors can provide a variety of
1. SuSubmbmititss invoiccee copy | incidental advisory services to their clients such as:
.
2, Payment upe to 80nt
3, Pay balanc
% initially
amou
| e snst
Cu il's
esomer e perception of the client's products, emerging
Fig. 5: Factoring Mechanism e Audit of the procedures followed for invoicing, delivery
and dealing with sales returns.
Functions of A Factor
I.
* FACTORING COST |
Administration of Sales Register: The factor maintains,
CHER : eee Wise gs: wb an 51Ves Periodic regThe factors provide various services at a charge. The charge for
to the client on the current status of his receivables, receipkcollection and sales ledger administration is in the form of a
payments from customers and other useful information, commission expressed as a per cent of the value of debt purchased.
2. Provision of collection facility: The use of trained Man It is collected up-front/in advance. The charge for short term
poy finan
with sophisticated infrastructural back-up enable: cing in the form of advance part-payment is in the form of
to syst p enables the interest charge for the period bet ween the date of advance payment
; ematicalVen
ly follow up and make > ti timely demand on!
s
debtors , to make payments, Collection of wereceivables can| and; the date of collection /{SHOguar d pay .Itis. al:
as discount charge. POPE DLOAR PIERO
considered as the most important function of a factor. |
3. Financing Trade bills: The unique feature of factoring
factor purchases
ist! ~~ ADVANTAGES AND DISADVANTAGES
the book debts of his client at a price and!
debts are assigned in favour of the factor who is usually will
OF FACTORING
fo grant advances to the extent of 80-85 per cent of
the assign
debts. The balance 15-20 per cent is
retained as a factor resen
4, Creddit
i contro!: : Assumption
i of credit risk 15 one of Advantages
functions of a fac | the impore
:
factored withou t recourse. ; Th IS ; provided
whe‘here dé ]
c | hb” Immediate Cash inflow: Factoring shortens the cash collection
€ factor in consultation wi Hel Ne
cycle. It provides swift realization of cash by selling the
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Innovative Financial Seroices (FYBAF:$ EM-1
yables to a factor: Availability of liquiq
pr ity is
factor inany busine ss. Liqui d Cash 31
eal ie traduction fi Traditional Financial Seruices
ok for capital expenditures or me
can be used “Ung, { Useful to small businesses: Another important advantage Is
% that factoring can be used by a small business. Trying to get a
Focus on business operations and STOW tEh- T
operatio
businesss from ne by
ns anys byt regular business loan or line of credit Is difficult as lender
_— > = ale aboutcorecollection
worry on customer a require volume to ensure their profitability,
receivables to factor. Resources employed in . (0. Reduced current liability: The amount received from the
| department can be directed towards busines. * ty factoring is used to pay off the bank borrowings and other
future growth. "Þery current liabilities comprising of trade creditors. As a result,
current liabilities are considerably reduced, The liquidity
3 Fvasion of bad debts: Under without TeCOUrse | position of the firm is strengthened further.
had debts loss is borne by the factor. The Sells ar
| obligation to the factor after selling receivable, . ‘Disadvantages
factoring arrangement helps the seller in evadin Me me
nr —
out of bad debts. Sly Expensive: Factoring is a costly method of financing as the cash
: 4 ;
price ;
of the accounts receivabl
a1 es 1sis discount
di ted by\ the factor
L | ;
* ek ”— an o arias Pr OVide fy company. The upfront cash price is usually 70-90% of the face
se : Fr apt ied lang 1 Scoring COMpanis value of receivables depending on the credit history of the
a; faster. | customers.
_ i
-I 5, No requirement of collateral: The advances are ev. Possible harm to the customer relationship: Selling company
7 the Dasis of the strength of accounts receivables gives the charge of collecting receivables to the factoring
creditworthiness. Factors do not require any collasea) company which may adversely affect company’s relationship
to be pledged/hypothecated, New businesses can ay with their customers.
the advances provided they have strong receiya bles ea
, Company's image distortion: In the past factoring was
43
6. Sale not loan: Factoring tra considered as a sign of financial difficulties of the company.
nsaction is a transactio
n ot a loan. Uninlili ke other n of However, in recent times, this perception has changed and it
types of finances, factor
result in an increase ase inin lia
Jiabbil
iljtiti; es of :¢ ing dy has been considered as a normal way of doing business.
are no adverse impacts siness. Heng
he busine
conversion of boo
on the financial ratios. It fat Constraints on business: In the case of non-recourse factoring,
k debts Into
liquid cash. the factoring company pre-approves the selling company’s
customers, This may cause delay in placing new orders, Further
seller regardin 2 th the factoring company applies its credit limits to individual
e credit worthine customers which may create constraints on business.
s!
better terms with the cust .
Enhanced administrative burden: Every time the seller wants
an advance, he needs to submit a schedule of accounts
Sales ledger.
PTicin
D ue 5: 1t i a cost effective wa y of outs! receivables alongwith a copy of invoices and other
O existen
Prices are usually c ce of many facto documentations.
OMPetitive. rin comp?
:
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ncel Services (FYBAF : 5 EM-IT. T1 Ba
32 Innocanie F ca g. $
receivables of a
reputed ©OMPanig
6. Purchase of accoun ts SS vables
< only purchase the recei
Introduction to Traditzonal Financial Serv
ices
of | ; gs
Sometitnes ac new company may not 6... Ey [he main provisions of the FRA are:
company ' and therefore, a : : Set thebs,
of factoring.
(i) registration of factors
factoring is| that it can only solve one problem je C Fg, (iii)
iii) rights
righ andd obliga
obligati tions h contract f for assignment
of f parties tothe
problems created by slow-paying customers. It does Not
F fe ! stom :
= of receivables
any. capital expenditure.
: ment
(iv) registration of assign
There was no legal framework to regulate factoring in Indiaz (1) time limit for registration/condonation of delay
recognising the importance of the factoring Services in the emergin (iii) inspection of records of central register and
financial services scenario in the country, the legal framework ky
been codified recently. The three elements of the framework are (iv)
tees
(i) Factoring Regulations Act, 2011, RBI's Non-Banking Financial Company-Factor Directions, 2012
(11) Registration of Assienment of Receivables (Government)Rug [he RBI had issued the NBFC - Factor Directions in 2012 under the
2012, and Factoring Regulation Act. There are some specific directions
‘ab — applicable to the NBFC Factors.
(111) RBI's Non-Banking Financial Company-Factor Di
. rections2, =
. They relate to the following :
Factoring Regulations Act
a
(i) registration
e object of the FRA is t
| 's to provid"ie for and regulate (ii) net owned fund
1) assignment of
gn of recrecej
eivables through registration and (111) principal business
(lili)) ririggh ts and obli gati
t ons of partners to the co
ntract fo7 r assign? |i,.) conduct of
Si Sec eel Assignment means transfer by agreement business
Ividual interest of any assignor in any receivable
duei (V) asset classification
any debtor in favour
of a factor in India.
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34 Inno Ae
/ e x p o r t f a c t o r |
(vii) import le Cost
Cost of forfaiting is borne by the
Forfaiting ao aTangemens;
a
| 2, Domestic/Foreign Trade
. Finance
WORKING OF FORFAITING
‘Factoring is both domestic and Fortaiting is only fina NCing gf
foreign trade finance. foreign trade.| |
—
Meaning
3. Maturity of Receivables
Factoring involves account orfaiting involves account
The term forfaiti ng is origina ted from a French word ‘forfait’, which
Seivables of short matu rities.) receivables of medium to longts
maturities” means to surrender one’s right on something to someone else,
Forfaiting is the discounting of international trade receivables such
—_— —
4 Extent of Finance
Factoring provides only 80% of 00% finance is provided in as promissory notes and bills of exchange for cash. This is the
Invoic e.) orfa ting.” ] arrangement under which the exporter is provided finance against
Letter of Credit his bill by the forfaitor.
SS
Factoring may be fo
r financing a
The forfaiter agrees to provide services after assessing the credit
series of sales involvin Only a single shipment is finance worthiness of importer,
g bulk
under forfaiti ng.
i n= nn
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nancial Services (FYBAF: SEM-I] TYBMg
36 Innocative FI
Is the go ods and receives the bj Is =
e The exporter sel Intro inction to Tradihonal Fin
ancial Services
e x p o r t e rs. [t reduces
from the importer. | % forfai ti ng ca n be a ve ry d e p e n d a b l to ol fo r e
e d n o t e s / bi ll s to t h e hs, default risk.
avail
The exporter sells the f a i t i n g a g r e e m e n t py
ourse. T h e f o r deb ts caused
discount without rec Su ch as cog 671 4. Reductio n in bad deb ts: The pos sib ili ty of bad
by importer's bank inability to pay Is drastically reduced.
of the ar r a n g e m e bo
for the basic terms erest etc The
fe
FI5$,
es , ra
| te of me int |
ers
Tool to expand sale: It is an excellent tool for the export
margin to Cover 6
nt ch ar ge d by th e fo fa it er de pe nd , : ts;
interest/ di sc ou
l, th e cu rr en cy in wh ic h jt je deter who wishes to expand sales in international market. There 1s
terms of the note/ bil tra de opp ort uni ty. The exp ort er is abl e to gra nt credit
etc. inc rea sed
the country risk of the importer the
to his importers freely and thus be more competitive in
e Payment by forfaiter to the exporter of the face Value «& market.
bill /note less discount, Protective tool: Forfaiting acts as a protective tool when it comes
The forfaiter holds these notes/ bills till maturity for to international finance. It is better than insurance mainly due
by the importer's bank. Pay, to the fact that it provides immediate liquidity for the exporters.
Been AND DRAWBACKS OF FORF T Banks can offer a new product range to clients, which enable
the client to gain 100% finance against 80-85% in other
discounting products,
Benefits \
Banks gain fee based income.
(A) To Exporter | Lower credit administration and credit follow up for the banks.
1. 100% financing: Forfaiting is without recourse and doesg Drawbacks
of Forfaiting
he exporter's credit line. Once the ex
porter obtains the fun
e will be exempted from the re
sponsibility to repay thedd Forfaiting is not available for deferred payments especially
1.
<a oe Wor
while exporting capital goods for which payment will be made
king capital is not locked as
on a deferred basis by the importer.
current beg | ios RN torfaiting bank. Receivables becs
improve fins ein and it is beneficial to the exporters! 2. There is no international credit agency which can guarantee
ee
raising ca Pacity. status and liquidity- SO as to improve the fun for forfaiting companies which affects long term prospects
forfaiting business.
2: Risk reduction: Politi -
are eliminated Only selected currencies are taken for forfaiting as they alone
with fo:rfa iting. -
enjoy international liquidity.
Protection again In certain countries,
st cred ‘€ wh
conomi c and Political risk 15 hig
ED
—
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Se
fsa oggh hls Brat Se ies
ive F mm ct al Ser vic es f FY BA F: SEM -II , T YBM $
38 Inovat
percent on the credit sales. 4 Note : It is assumed that F Ltd. will continue to incur management
|
costs.
A bank has come forward to make an advance equal to 90
of the debts at an annual interest rate of 18 per cent. How 1 Gince the costs of both the alternatives are equal, F Ltd, is likely to
processing fee will be at 2 per cent on the debts. Would you Ver; be indifferent between factoring and bank advance.
factoring or the offer from the bank? acy
‘Illustration 2:
Solution:
| The Delhi Manufacturers Ltd. sells goods on credit. Its current annual
To decide whether to accept factoring or bank adv = _ credit sales amount to 900 lakh, The variable cost ratio is 80 percent.
ance, we comp The credit terms are 2/10, net 30. On the current level of sales, the
the monthly costs of both the options as under :
| bad debts are 0.75 per cent, The past experience has been that 5U per
(A) Alternative 1: Factoring Arrangement cent of the customers avail of the cash discount, the remaining
customers pay on an average 50 days after the date of sale.
Cost of Factoring:
| The book debts (receivables) of the firm are presently being financed
Fee [(% 48,00,000/ 12) x 90% x 2%] 7 _ in the ratio of 2: 1 by a mix of bank borrowings and owned funds
Commission (X 4,00,000 x 4%)
4 which cost per annum 25 per cent and 28 per cent respectively.
Tl As an alternative to the in-house management of receivables, Delhi
231 Manufacturers Ltd. is contemplating use of full advance non-
Less: Savings in Cost: recourse factoring deal with the PNB Factors Ltd. The main elements
of such a deal structured by the factor are (i) factor reserve, 15 per
Management costs (© cent; (ii) guaranteed payment date, 24 days after the date of purchase;
21,600 /12)
1,800 (iii) discount charge, 22 per cent and (iv) commission for other
Bad debts (7 4,00,000
x 1 %) 4.000 58 Services (payable up-front), 4 per cent of the value of receivables.
Net cost of factor
ing 174 The finance manager of Delhi Manufacturers Ltd. seeks your advice,
—* as a consultant, on the cost-benefit of the factoring arrangement.
What advice would you give? You can make your own assumption,
where necessary.
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Innovative Financia
VICES (FYBA F . SEM-II, TYB 6 fsa tis bhi ET SAL
40 i Sty
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Sa a ie iy
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Innovativetir Financ 3
42
— ting helps the sellers get funds earlier On py by
4.5
also helps the bank earn some © int roduction to Tradi tHonal Financial Services
un | It
P y Ney
RYallRon i s c o
sm fe e or d
; ey on the due date of the
Vi
hy, acceptor does not make the payment to the bank, then the drawer
seller's customer pays mons) credjy * to take this liability and will
who has discounted the bill will have
disco untin g is| a SOU rce of working capital finance for the, Pay cash to the bank.
)
Bill Ks i
of goods on credit. Until the bill is honoured on the due date, there is
always a chance
th e bi ll a m o u n t a n d the amoy nt Paig; that the drawer will become liable on the bill.
This is called a
The difference , betw: een = company . The fee3 wil] d conti ngent liabil ity for the draw er- a liabi lity that will only arise, it
‘the invoice discounting Pen %
and the perce ived risk & + ce rt ai n ev en t oc curs - t he acceptor does not honour the bill.
sir ef before payment date
invoic es under bill disco untin g are| legal}, the: Need for Bill Discounting
ls or
The bil
IS a negotiable instrument
exchange’. A bill of exchange why The buyers and sellers of goods have conflicting objectives. The seller
na me . Ou r cu rr en cy is a bj] of
nego b leby endo
bf tiab
rsi ng the
ritten over it to | the bearer of| the instr, "ts
ha vishes to get paid immediately and the buyer wants a long credit
It provides value W oriod. Bill discounting is the solution to the problem which creates
of bill discounting, such bills can be either Payable 0 qa win-win Situatl on. The seller gets his money almost instantly on
©
os
=
P
bearer or payable to order. ayment of a small charge and is able to satisfy its customers with
P 3 d. The bill discounting is an easy way of getting finance.
\ credit perio
For example, a drawer has a bill for © 10,000. He discounteg this
with his bank three months before its due date at 10% Pa. Tal Conditions of Bill Discounting
discount. Discount will be calculated as the follow:
[1 A bill must be usance bill.
$10,000 x 10/100 x 3/12 = % 250 ,
It must have been accepted and bears atleast two signatures of
Thus the drawer will receive a cash worth T 9,750 and will by reputed individuals or banks or companies etc.
loss of T 250, F
The bank will normally discount trade bills only.
[_Prver moo Pravee ] 4 Where a usance bill is drawn at a fixed period after sight the
bill must be accepted to establish the maturity.
Bills Receivable Acceptor |. The discount tenor starts from the date of discount and expires
at the maturity of the bill.
—
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cial Servi ces (FYB AF:SEMEIL Typ. Sy =
44 Innovative Fi
‘ j ? [nfrodtic ‘Howto
ly a te Tradiio
chao mie al Services
nal Financi VIC | 453
7 ae
ort bill discou nting work
How does exp goods and received T 5,000 worth of bill of exchange from its =
| . goods move out of the factory, the Custom, creditors and if the company chooses to discount bill then bank
Once the go x py exporter completes customs forma}; % will immediately give the amount to the seller and provide
Agents app! 0 5 : and delivers the necessary Customs doc, instant liquid ity to the business after deducting fees.
and shipping bill; &Ce egy _—_ |
sform calities completed Sent
behalf of export Another benefit of bill discounting as far as banks are concerned
Once customs 70 to shippin Carrier Ny i 2.
exporter can panic one
Fg "cl
rs PPM tO
at buyer's place. After hang, car is that banks earn commission on the bills discounted and iit
: ; |
goods to final destinatio cue; Bill of Lad; Un t leads to extra income for the banks and this type of income 15
-areo to shipping carrier, they 155 hi INS unde less risky as compared to other types of finance/loan given by
. a ee
or Airway bill — Lading/airway Nec banks.
shipments
| nee Hike Bill of bill, cam," | |
export Rn + certificate of origi, bill of exchange 3 As far as the seller is concerned there is no need for collateral
invoice, packing ited with bank with a request Of disc, | and hence the assets remain with the business only and there
OO . | \
|
P! are 5U orcan discount export
orc {er copy documents withOlhsNi is no additional burden of mortgaging the asset with the bank.
| export bills. Export es to discount
ve ri fi es al l d o c u m e n t s an d ar rang export DISADVANTAGES OF BILL DISCOUNTING
Bank _ | | |
and transfer funds to the exporter's account. If the eXPortors
| is in any foreign Currency, he can either convert amount in} 1. In the case of bill discounting, bank discounts the bill upfront
currency\ or he y can open a foreign currency account and tran from the customers
By : leading to extra cost for the holder of the
il] is concerned.
amount accordingly.
2, As faras bank is concerned, it puts an additional burden on the
How to repay the amount financed by bank under export © jank as there are chances of creditors not honouring his bills
discounting? | and also incurrence of additional administrative expenses
After the bill is discounted by bank against exports, the amoy related to bill discounting. Bank receive only small amount of
i aa ae | fees from discounting transaction.
of discounted bills is collected from the buyer as per the agny
terms and conditions of buyer and seller. For example, if expat 3. Another disadvantage of bill discounting is that it is a short
extended a credit period of 60 days to buyer, the bank adjus term source of finance and complete dependency on this type
the amount of bill discounted received from buyer on maturt of finance is not advisable for the business.
date on 60" day. The necessary bank interest till the date , a,
receipt of amount from overseas buyer and other bank charg Dep inh om Sq einen ane ne = Nd nd
are debited to exporter's account. © choose to adopt bill discounting route for its financing requirements
after considering both advantages as well as disadvantages.
ADVANTAGES OF BILL DISCOUNTING
l. The first and foremost ad vant _ FRAMEWORK
age of bill discounting is th
get the cash immediatelyforor 4; at!
Ez 5
dav to racthy i the bust
and as you all know thay 1; + _ mene Ines xi Lhe process of bill discounting can be explained as under;
is for human 1an bod V that liquidity is to business is what
body, j aL | .
Survive h2 JuSt as without water a human aly. The seller sells the goods on credit and raises invoice on the
in the sam e way wi thout liquidity 4 busi buyer,
rie aa ive for long. For example, y
if the compan has?
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Finan’ ai services (FYBAF : SEM-II, Ty,
Innovative $
the Inevf oice. By accepting the fy
y er
e r 4 ° a c c e pts . th
The bu ges pay
ent on due date. Wo Introduction to Traditional Financial Services
led
buy. er acknow finance company or bank =
|
.
the communication networks like the Structured Financial
approaches
Seller
creg;,
ag Messaging System (SFMS) and adopt the system of 'value
"og
e le gi ti ma cy of th e bi ll an d dating’ of their clients’ accounts.
The bank verifies th
of the buyer. Banks should open letters of credit (LCs) and purchase/
fu nd s to th e se ll er afte; 4 discount/ negotiate bills under LCs only in respect of
de s
The bank provi fe es as pe r no rm s, dug genuine commercial and trade transactions of their
un t/
appropriate disco borrower constituents who have been sanctioned regular
d u s e s it f o r b u s i n e s s
The seller gets the funds an credit facilities by the banks. Banks should not, therefore,
extend fund-based (including bills financing) or non-fund
da te of p a y m e n t , the financial interm
diary a
On the due based facilities like opening of LCs, providing guarantees
the money from the buyer. and acceptances to non-constituent borrower or/and non-
constituent member of a consortium/multiple banking
| arrangement. However, in cases where negotiation of bills
Master circular of RBI addressed to all scheduled com, drawn under LC is restricted toa particular bank, and the
banks has given below stated guidelines on Discount
beneficiary of the LC is not a constituent of that bank, the
Rediscounting of Bills by Banks. (For Reference Purpose oy bank concerned may negotiate such an LC, subject to the
Banks may adhere to the following guidelines while Purchas condition that the proceeds will be remitted to the regular
discounting/negotiating/rediscounting of genuine commen banker of the beneficiary. The prohibition regarding
trade bills: negotiation of unrestricted LCs of non-constituents will
continue to be in force. Bank Guarantee (BG)/LC may be
(i) Since banks have already been given freedom to deci issued by scheduled commercial banks to clients of co-
their own guidelines for assessing / sanctioning Work operative banks against counter guarantee of the co-
capital limits of borrowers, they mav sanction works operative bank. In such cases, banks may be guided by the
capital limits as also bills limit to borrowers after Prop provisions of paragraph 2.3.8.2 of the Master Circular
appraisal of their credit needs and in accordance Further, banks must satisfy themselves that the concerned
with
loan policy as approved by their Board of Dire co-operative banks have sound credit appraisal
ctors and
monitoring systems as well as robust Know Your
(i!) Banks should clearly lay down a bills di Customer
approved by their Board of Directors,
ronsistent with their policy of Sancti
scounting pol
which should) os pedo Coke Gos mae
oning of worl themselves é KYC
that ae : been FS
rh ie properly
his, in ththese —
cases.
In this case, the procedure for Board app
res Sometimes, a beneficiary of the LC may want
to discount
theeebills 1a ne tend
e Paer
nkeds coojre operating process from thet the bills with the LC issuing bank itself
. In such cases, banks
these are realised. Banks may discount bills drawn by benefi
rating pr esses and simplify® ciary only if the bank
ae re IN Fespect of bills finaoc
ncin g. In order ‘oad
has sanctioned regular fund-based
credit facilities to the
“cited problem of delay in beneficiary. With a view to ensuring
realisation of bills, ba that the beneficiary’s
take ady bank 1s not deprived of cash fl
ows into its account, the
beneficiary should get the bills
discounted / negotiated
RS Ey ee ey toe ee
Rite oF fete htc Eee eS aa pe 282
Ty ee la eee EASY Set ESR a es ee ge pl [;
——
Mee Gm
EEE
-
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«aye aoe (EYBAF | SEM-I, ee
| IYBMg
50 Inno! ating Financial services ( RAGA shy
Features 2. Bills offer greater liquidity to their holders as they can be shifted
. | to others in the market in case of need for cash.
The main features of the New Bill Market Scheme are as folloy ; ;
'3:, A well-developed bill market helps greatly m evening out
(i) All licensed scheduled commercial banks including the ny liquidity throughout the financial system, as those with short-
sector banks will be eligible to offer bills of exchange ty term surplus funds of whatever duration can invest them in
Reserve Bank for rediscounting. | bills of desired maturities and can always hope to unload their
holdings of bills to others in the market whenever they need
(ii) The bills covered under the scheme must be genuine trad cash. Thus, the short-term surpluses of some become available
relating to the sale or dispatch of goods. | through the market to meet the short-run deficits of others.
(iii) The Reserve Bank rediscounts these bills. That is why} 4. The commercial bill rate is higher than the Treasury bill rate.
scheme is also called ‘Bills Rediscounting Scheme’] Therefore, commercial banks and other financial institutions
Bu
rediscounting facility should be available at the Reserve with short-run surpluses to invest find bills attractive not only
offices at Mumbai, Kolkatta, Chennai and New Delhi. Toa for their liquidity but also for their return.
ee of large number of small bills, such bills sht - To the borrower, the cost of bill finance is lower than that of
given in bunches. a 5X
© ones | cash credit, because the bills carry the additional security in
(iv) te Should be drawn on and accepted by the purchs the form of acceptor's signature, are time-bound.
= Ry eee 2 bank is not a licensed sched uledte 6. Extensive use of bills as an instrument of short-term commercial
scheduled bank in addition bear the signatures of a I& credit and rediscounting of bills by the RBI makes the monetary
TG system
: Bll) elastic. Whenever the economy) is in need of more
highly
(v) The bills should have maxim £90 cash, banks can get a part of the bills in their portfolios
um of 90 days. rediscounted with the RBI and thereby increase the supply of
(vi) The bills should bear at least two good signatures money. The bill discounting process helps to meet the enhanced
needs of busy-season finance.
elie
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: )
'R; ria $
= i ag
The Enforcem
ent Directorate (ED) attached proper; AY FACTORINGG, © BILL DISCOUNTING
ent extile export fj
¥ 14.5 crore of Gujarat-based Wy P "ARE Coli. Definition:
Bill discounting is a source of short
Pvt. Ltd. in May 2018 for ee a 5 by 04.49 1 Factoring receivables is a source
' availing bill discount facitle. WES I ‘Sains of shart term finance in which the term finance in which the seller of
and its direct, trader sells their unpaid invoices goods draws up a bill of exchange
Cs). The firm ABC Cotspin
Credit ("=>
2 e
id against the banks by availing bill gic" "to factoring companies such as on the buyer of the goods and then,
and financial institutions at discounts the said bill of exchange
acilities si
rc riches of SBI and BOB agains; LC», i Wy | .aLinks
disco untnted rate. Th Then these‘
discou with a bank or financial company.
: ; ing
jthout making any genuine
any
2014-15, the director, W {documents 1; *XPort factoring companies immediately
prepared and signed the expor re . nts . ke com sav the value of their invoices
INVOICE, certiticate of origin, certuicate of quality f Cer tifica, Oa fee to the trader.
quantity, phytosamtary ETA — list, 5 ills of exc 2, Funding Arrangement:
requesi letter to bank for discounting DIE bills He alse The factor gives maximum part The entire bill is discounted and
prepared bills of lading by shipping agents like Seaman {1 of the amount as advance when paid, when the transaction takes
Far Sailing Shipping Company and United Container Lines ,| the transaction takes place and place.
prese nied those to SBI and BOB. The bank officials of Spy .| the remaining amount
at the time
BOB discounted the export bills without proper scrut nv, with Of Settlement.
ensuring that the shipping bills were issued by the cg 3, Parties :
authorities, which is mandatory. The bank officials There are three parties involved The parties involved in bill
discounted export bills on the basis of LCs issued by Indugg in factoring viz, Factor, Debtor discounting arrangement are
and Client. Drawer, Drawee and Payee.
and Commercial Bankof China, which was restricted.
aed nips — 4. Control of Sales Ledger:
In factoring, the bank giving Whereas bill discounting requires
FACTORING V/S BILL DISCOUNTING) om tive <ates ledger, control of credit takes the onus of checking Seller's own accounts team to take
care of the sales invoice and follow-
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s ( (FY
Innov.ative F i| nanciaat l SeSerrvviice
54
1winent :
7, Company Involt Bill Discounting require. introduction to Traditional Financial Services
allows
- the 55
Taking factor services <5 and team to be involveg in th 4 22, Explain the process of Bill Discounting,
his bust oe
seller to focus ON
who wan exper
process Of recover y &
ty 23 What are the features of Bill Market schemes,
the factor | ne of credi
i adit to 24. Distinguish between Factoring and Bill Discou
nting.
field can providea an ‘an services.
| 25. Describe the types of factoring in detail.
him along with collectio - - ~ | 26, What are the parties involved in factoring arrangeme
nt?
8 Governing Statute: Bill Discounting ; . oe Describe functions of a factor.
an)
Factoring 1s not governed by Explain features of Recourse and Non-R ecour
se Factoring.
specific Act
Explain features of Advance and Maturity Factoring,
9. Compensation to Bank or ae Describe advantages and disadva ntage of factoring.
Financier: | Distinguish between factoring and fofaiting.
The bank receives
In factoring bank or financier, discouns | 32. Explain mea
ning and working of fofaiting.
charges commissiis on along wirith charges for bill d iscounting 33, State merits and demerits of forfait;
ng.
| interest. _ —_— = — ij | 34. Write short notes on:
(i) Definition and types of financial
' REVIEW QUESTIONS (ii)
|
importance of financial services
services
A. Eamon
x Explain
(xxiii) Domestic and Export Fa
features. ctoring
| (xxiv) Advance and Maturity
vantages of Bill Discoun Factoring
et Schemes wit ting. (xxv) Recourse Factoring
h their advantages,
| (xxvi) Non-Recourse Factorin
g
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——_ <4 Financial Sermices (FYBAF: SEM-[1, TY
Ba
5. Sy
ae iS
Wot
2
Innovative Fama
57
es Dor ed disadvantages of Bill DiScouny Introduction to Tradztronal Financial Services
(xxvil)
Rill Hjscounting Hig 9, _— unarket facilitates the trading of foreign exchange.
(xxvii Aare
(xxix) Feature” at aie ounting (a) Capital Market (b) Money Market
xXx} Condition _ a (c) Commodity Market (d) Forex Market
(xxxi) Bil] Markel = neouriing Ans.: (1) - (a), (2) - (a), (3) - (c), (4) - (a), (5) - (b), (6) - (a), (7) - (c), (8) - (d),
(a) Negotiable [nstru ments Act 7 Thenameot the factor is not disclosed in the factoring although
(b) The Contract Act | the factor maintains the sales leclger of the supplier.
(c) Sale of Goods Act (d) None of the above 8: is only financing of foreign trade.
The introduced a new bill market scheme in November 9. — requires letter of credit.
(a) SEBI (b) SBI Ans.: (1) Venture capital (2) National Housing Bank (3) Securitisation
(c) RBI (d) None of the above (4) Merchant bankers (5) Factoring (6) Full (7) undisclosed
Inthe factoring, the factor does not make any advance pay PO rene ane
4 ‘FOO a Oe TS eT i
D or
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= nw
ISSUE MANAGEMENT
| AND SECURITISATION |
* Stock Broking
h oe Introduction
e Stock Brokers, Sub Brokers, Foreign Brokers
e Trading and Clearing/ Self Clearing Members
e Stock Trading (Cash and Normal)
, © Derivative Trading
Securitisation
e Definition
e Securitisation v/s Factoring
| e Features of Securitisation
e Pass Through Certificates
e Securitisation Mechanism
e Special Purpose Vehicle
ge a Pe a — LB a
ah | | pe i nibs tae A es
ol; (HE SE
eT Go ee oe
Pd ELDLTLEL mia ite opel ed gi rts FAME Mt. e MEETS HT hia Teh Mes Mn in
{) Imnovarnee -s¢ets ‘ :
rece Managementand Securitisation 61
R e Tu nae fisa tion
=securitisable
_ Securl . |a | | (ee
|
s Benefits 9/ af = bone
© on Securitisation ” MERCHANT BANKERS / LEAD
desis asinine
MANAGERS .
ee eee eee ——_
NR Guideline TT
@ Neil a
D_INTERMEn,
h
bankers
wo by
' Merchant ankers
p provide p
advice to entrepreneurs right from the g
age of conception of the projecta till the commen cement of
| UE MANA GEMENT AN ) A Sig aed _
[SS \roductiony Merchant bankers are in charge of the issue process.5
[hey act as(5 Intermediaries between the company and the investors.)
!
CTION .
::
de id
They ”
are also responsible for preparing
a . “i ] 1
the prospectus ” an q
I's.
kets In India have 4 long history The
The on ED = “the oldest stock exchange which com me Securities |
t
: ws in 1875. rior to independence, the securities mark, Investor
was regula soos | Merchant Banker
ound Thus,9 the new issues In the market
unreguiated. , >
|
the anions Capital Issues CCI) as per the PrOViSiong | BR
Issues (Control) Act, 194 ‘How ever, trie Act was re
Capital |
and the office of the CCI was abolished in 1992.
| : ulatory body to
j
Fig.ig. 1 :1: Role of Merchant Banker |
There was a need felt tor Setting UP 4 reg
investor protection and for the promotion of Securities Marke =
Securities and Exchange Board of India (SEBI) was congtigy Definitions of Merchant Banker
12" April, 1988 and established as a statutory body on 21st Fehr, =
1992. Regulation of Indian securities market required SyAs per SEBL, a merchant banker refers tof “Any person who is
simultaneously perform both disciplinary and developmenij,engaged in the business-of issue management either by making
The disciplinary dimension involves providing for disincentiy,atrangement regarding buying, selling or subscribing to securities
penalties for unfair practices, The development dimension ©* acting as manager, consultant or rendering corporate advisory
positive aspect that involves providing incentives to mservices in relation to such issue management”:
participants to engage in a constructive role. el
Thus merchant bankers are the persons who are engaged in the
Intermediaries are indispensable in capital market. They gpusiness of issue management. Issue means an offer for sale of
pivotal role in today's capital market. While some trade ded Cuties by any body corporate to public. It is mandatory that all
ma In ‘e F
public issues should be managed by merchant bankers functioning
transactions requires several intermediari
es at different levek
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fostie’ Managenten! amd Sccurtiisation
63
en I com
pulsory registration With | The Merchant Banker has to ensure the compliance of all the laws
Yand regulations governing the securities market.
i
SEBI
Regulatory | Compliance
Picmiewinrk
n Carry On a.
-
s in th is ca te go ry , ca MERC j Returns
| INVESTOR
Capital
-hant Bank er ve
Catego ry ( e r ta na ge me nt LE. pr ep ar ation of Prog ISSUER
Market
NCR
BANKER Protection
an| t B a n k e r s ca n ac t as unde TI'WTlters, ay The services provided by Merchant Bankers are as follows :
Category III (Merch
153Y6-
and consultants to an VM Raising finan Merchant Bankers help their clients in ra isin
t o n l y as a d visor oy c o n g
t B a n k e r s ca n ac finance by way of issue of a debenture, shares, bank loans, ete.)
Category| - Merchan
to an issue) They tap both the domestic as well as the international markets.
Finance raised by this method may be used for commencing a
can act as lead m an agersh
Only categ@l Merchant Bankers new project or business or it may even be used for expansion
issve/Category | Merchant Bankers are registered by thes wy! and modernization of an existing business.
—
mec na
appropriateness of the disclosures made in
A
aT e -
2S
See
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! seri
orale sania
—
Jesu Management ani Secerefesalrot (0.7
Allotment : ; ages
ting anvstack e™
- XC 1d i
—_— banks, long-term lendin
*
g ins
;
tit
=
uti‘ ons, and the Board for
—_ The dis
tribution SEAT tribut ion Ne Industrial and Financial Reconstruction (BIFR). They also plan
; t and dis
| issified as
~
mink
institution,
1 1
‘
Ww
Oy, and execute
ow
full revival
Why,
packages.a
: Placemen Banker aan be clk nvestors CONSISE of | ha | |
Merc sof tution Mer cha nt bankers now also act as the paying
The k oftio
insnal actors,
he banks etc. M wah) 0 Servicing issues:
"A oar silty
Mr” tabt"
ne |
estor Hh af tH \ The sj 2h agents for service of the debt- securities and act as the registrars
Foreign Ins ants the wholesale an hy a2 lerq any , 3s well as the transfer agents. In this way, they maintain the
network RE research report woule Ne'p Merchan, registers of the shareholders and the debenture holders and
A good Pe nvestment recom Of, Th a, also arrange the paym ofe
din tnd and or the interest that 1s
vide
iustif
to JuS HE.y. the
fepends upon the »networking 8 wi With the inJS ts due to them.
|
distribution <
Merchant B ces;
ad v jsory Services Corte n Panker, IX Other services: Along with all| the services te e,
| mentioned abov
at
Corpor | e nitions to the financial problems of the; P to, the merchant bankers also offer certain other specialized
customized solu "Or advisory role is financial rest Th services such as advisory services on matters such as mergers,
One of the key hs ise iS rehabilitation and t "Ucty amalgamations, tax related matters, on the matter of recruitment
Another area er dey UInay, of executives, the cost of audit as well as its management among
mana gement. several others. The scope of functions, activities and the services
o r y : M e r c h a n t B a n k e r s a r e s o m e times ase provided by the merchant bankers are ever increasing and
5 Project advis
m th e e a r l y s t a g e o f t h e i r P r oject. y growing with the constant development in the money market.
"with their clien t s f r o
Bankers provide poinputs
rt .
to their cents In Prepa ratio n
g Obli gati ons and Resp onsi bili ties of Merc hant
detailed pr oj ec t re
rc ha nt Ba n k = ar ra ng e to tie| y Bankers as per SEBI
_6. Loan sy nd ic at io n: Me
r clientns. pro
for theinta Th ecedMe rc ha nt Ba nk er al so he lp s th e Cli e) So me of th e obligations of Merchant Bankers are listed below;
docume tio ures.
1. Amerchant banker shall make all efforts to protect the interests
7/ Advise on modernisation and expansion: Merchant ban} of investors.
| advise on amalgamations, mergers,
foreign collaborations, diversification acquisitions, takeoy
of business, technol 2. A merchant banker shall maintain high standards of integrity,
up-gradation, joint-ventures, etc. dignity and fairness in the conduct of its business,
i Special assistance to entrepreneurs and small compan 3. A merchant banker shall fulfil its obligations in a prompt,
ethical, and professional manner
Merchant banker advises entrepreneurs and smal! compa
ae i ss . Opportunit 4.
on avallabilitylity and exiJ stence of busine A merchant :
banker shal| l at all tim . i
es exercise due diligence,
ons, incentives and gov,ernment policies
I es
andle ensure proper care and exercise
; ;
ind :
ependent professional
them to take advantage of this option available to
them, tol judgment.
best of their Ca pabiliti
ities.
5. Amerchant banker shall endeavour to ensure that - (a) inquiries
9. Revival ~ of. Sick
feels sj units:
790 A merchant bank he] ps in reviving | :
from investors are adequately dealt with; (b) grievances of
RES, They negotiate with various agencies suc investors are redressed ina timely and appropriate manner; (c)
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omptly ; the
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ve n ma
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A merchant banker shall not divulge to anybody either orally
n — of any =
ad\ pres under the regulatory ©
» that adequate ,: orin writing, directly or indirectly, any confidential information
PSPS ate dis Oe
ban ker sha ll — in 3 about its clients which has come to its knowledge, without
- amerchan te e ina timely Maine er ID accor, day, a 4 taking prior permission of its clients, except where such
= » investor Jel s s
able regulate-onPn
mesade tolicthe 5 IG
s and ZU dec NESon SO as to “Na
EHisi , h | disclosures are required to be made in compliance with any
ar a
femake slanced and inform
= Welle ~ 4 law for the time being in force.
tO :
hall |
attempt
that the fo ensure
A merchant banker shall ensure that any change in registration
anker shal
_ true and adequate informatig ny
16.
making al Ds
,
adversely affect the interests of clients/investors is promptly
;
7
ay
informed to the clients and any business remaining outstanding
-
ta ti on
=
srepresen n
=
an y’ i n v e s tment decisio
cents that 3 is transferred to another registered intermediary in accordance
to e n s u r e
a n k e r sh al l endeavour with any instructions of the aftected clients.
A merchant b r be a
letter of offe
document,
- the prospectus,
e
offer
to th e i n v e s t o r . 4 a 17. A merchant banker shall not indulge in any unfair competition,
avail a b l
related literature 15 made : such as weaning away the clients on assurance of higher
of issue or the offer. premium or advantageous offer price or which is likely to harm
ri mi na te amongst its the interests of other merchant bankers or investors or is likely
rch ant ban ker sha ll not di sc
9 Ame
| and commercial cons ideration to place such other merchant bankers in a disadvantageous
save and except on ethica position while competing for or executing any assignment.
10. A merchant banker shall not make any statement, either Oy 18 A merchant banker shall maintain arms length relationship
written, which would misrepresent the services thay between its merchant banking activity and any other activity.
merchant banker is capable of performing for any client
rendered to any client. "49. A merchant banker shall have internal control procedures and
financial and operational capabilities which can be reasonably
11. A merchant banker shall avoid conflict of interest anda expected to protect its operations, its clients, investors and other
adequate disclosure of its interest. registered entities from financial loss arising from theft, fraud,
and other dishonest acts, professional misconduct or omissions.
12. A merchant banker shall put in place a mechanism to reg
any conflict of interest situation that may arise in the cond =0- A merchant banker shall not make untrue statement or suppress
of its business or where any conflict of interest ari SES, any material fact in any documents, reports or information
Shall
reasonable steps to resolve the same in an equita furnished to the Board.
ble mann
13, A merchant banker shall make appr
opriate disclosure to) 21. A merchant banker shall maintain an appropriate level of
client of its possible source or potentia knowledge and competence and abide by the provisions of the
l areas of conflict of da
and interest while acting as Act, regulations made thereunder, circulars and guidelines,
merchant banker which wa
impair its ability to render which may be applicable and relevant to the activities carried
fair, objective and unbi
ased sent on by it. The merchant banker shall also comply with the award
14. A merchant banker
s hall alway of the Ombudsman passed under the Securities and Exchange
Possible advice to th always endeavour to render thet
Board of India (Ombudsman) Regulations, 2003.
e clients having regard to their needs
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_e(EYBAF:SEM-IL TYByg
IS
ee wRD m
— 1 Sep TIC
22
‘8
A merch
Inno
panierShall OP ogal proceedtngs, ye PPO jue Man
pout any act
? oe
all en:
af
.
iy
a Mana rementand
ualified to act
-
|
Sccurttisation
|
in the capacity so employed
' eh
or appo
; ‘
non
(including having relevant professional training or experience).
i
e t h e r e s p o n s i b i l i t i es 4
e r c h a n t b a n k e r sh al l d emarcat
24. A m it cle “ar
arllyy 50 as to ay, Definition
ari app oin ted by -
various intermediaries
description.
anv conflict or confusion In their job Underwriting can be defined af “an agreement with or without
25. A merchant banker shall provide adeq uate freedom and Powe conditions to subscribe to the securities of a body corporate, when
to its compliance officer for the effective discharge of§ the existing shareholders of such body corporate or the public do
compliance officer's duties. not subscribe to the securities offered to them’ In other words, the
underwriter agrees to subscribe a specified Number of securities in
26. A merchant banker shall develop its own internal code; an issue, in the event of non-subscription of the same. Thus,
conduct for governing its internal operations and laying dow underwriting is in the nature of contingency planning in issue
its standards of appropriate conduct for its employees a management,
officers in carrying out their duties. Such a code may extend;
the maintenance of professional excellence and standard Meaning
integrity, confidentiality, objectivity, avoidance or resoluty
- conflict of interests, disclosure of shareholdin gs and interes
An underwriter is a person who engages in the business of
etc.
underwriting the public issue of securities of a particular company.
27. A merchant banker shall ensure that good co They agree to take up securities which are not fully subscribed, They
rporate policy
and corporate governance ar
a
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“a wees
iia (FYBAF - SEM-IT, TYBMs sg
=]
Inmovation Financia ot
- 2
0 E /
Management and Securitisation
to the effect that in the opinion of
the lead manager, the under,
; 6 p . festit ‘i . .
eir 0 bligation Shouts be Neo 1i facilitates the geographical dispersal of
4
securities bec ou
ause
Underwriting has become very important in recent years w ith k rio Banks
growth of the corporate sector. It provides several benefits ho Sommereial Banks
company : i SE
fo
” Insurance Companies
. | [trelieves the company of the risk and uncertainty of marketiy L
ve Securities, State Finance Corporations
oc Underwriters have a specialised knowledge of the Capj The Development Banks are also known as Industrial Banks. they
—_—
market. They offer valuable advice to the issuing companyl “have got long term deposits and are in a position to enter in o ng
the preparation of the prospectus, time of floatation and th term investments.| The Industrial banks help the companies by
price of securities, etc. They also provide publicity Service underwriting their shares and debentures: Whenan Industrial Unit
the companies which have entered into underwritj i approaches tor underwriting the Shares and tor direct financial aid,
agreements with them, 7 the industrial banks investigate the prospects of the industry, the
© Ith elexi soundness of the financial requirements, the feasibilities and the
U Nel
Sie p Psstiinngfin
rojanco:ing5 of new enterprises and j
P nthe expansioi ng utilities of the schemes, If the shares and debentures are not fully
a subscribed or the minimum subscription is not taken up by the public
@-|
- j aEIt S builds up iny ‘estors’ of confidence
; within a specified period, the Development Banks come to the rescue
; einj the issue of secu _ i and take up the residual amount of shares and debentures,
Uf ociati on of well-known
underwriters lends pres
e
compe any! and c theainvestor tige to the
S feel that the i] ssue is The Commercial Banks also carry out underwriting.
IS Ssound enough
. fhe issuin
suing company j | The insurance companies are also involved in underwriting
(mportant pros Pi ate : the availability of fonda business.
aVec Or want of f — FE
unds. The State Financial Corporations are also involved in underwriting
| / business for stimulating the capital market.
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© Financial Services (FYBAF : SEM-II, TYBMS ; $ Eh, W , co
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at n
Securifigcntio 73
= i if cc Mi pragen
iM ‘e
B Non-Institutional Underwriters
| F institutional underwriters j 4 jaintain an appropriate level of knowledge and competency
There are two types Of non-institugonal Underwriters in India. I’ and abide by the provisions of the SEBI Act.
Stock brokers 12. Not indulge
2 in any unfair competition which is harmful to other
; we a nderwriters.
_ Individuals
. rc 2 sve
Develop ttits OWN internalal code
cod of conduct for ‘erm
governing its
The Stock brokers act as intermediaries in the purchase.angd Sale Fr :nternal operations, =
s in the primary and secondary markets) hey rapig
‘Securities
supply ap coll i
plication forms or even go to the extent © ting mo Ie;| | underw
very any riter has to enter into an agreement with the issuing
. | The agreement provides for
from the 1
underwriting. , the period during which the agreement is in force,
a
; |
viduvidu
The >» IndiIndi als/ in-f
p nies obtaain-fu
als/Inves tment Commpa n unds fro; N a lax allocation of duties and responsibilities between the ;
number of inves . 7
tors by sellin j
g the shares; ey do ac} a; . underwrite1
r and the client,
underwriters. /
the amount of underwriting obligations,
; hs 8
General Obligations and Responsibilities Of , the period within which the underwriter has to subscribe to
Underwriters the issue after being intimated,
— — —
® the amount
a of commission/ n/ broker:
brokerage etc.
1. Anunderwriter should make all efforts to protect the interes,
of its clients. General Responsibilities
2. Maintain high standards of integrity, dignity and fairness jp An underwriter cannot derive any direct or indirect benefit from
conduct of its business: underwriting the issue other than by the underwriting commission.
I, Ensure ethical act while dealing with issuer. | ; m obligation under all underwri
The maximu : ting agreements of; an
underwriter cannot exceed twenty times his net worth. Underwriters
4. Ensure prompt and efficient dealing with issuer. have to subscribe for securities under the agreement within 45 days
of the receipt of intimation from the issuers.
I Render high standards of service and exercise due diligence.
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as (EYBAF 2 SEM-IL, TYBMS - 6 _—
——— tal Seer
2 Innooat!
shen" Pena [ MM.
\; Management and Securitisation
TN
=
ow
[NVe»ctOrsKEY suffered from several regularitiessare Inve] I;
roa [WI :
wes, i ie? wa
conse ue ee’, \ocoptance of late applications after the Closur, \
:
io the registrar to the Issue on the closure of issue subscription.
a ITS, 4 7 =
refund OP:
:
The situation Was set right, with the NOU Ficaticg \ 4
ry iti . > . 4 i
' a % Ee '
hey 4lso he Ip the ISSuUeCr im marketing the issue by distributing
the issue, Ofc: am
Issue)
bl id
Rules, 1994, by bringing Issue bang, ih
; '
he application forms and publication materials.
= to
t
“Tf -
Banke
3
SEBI.
a, EB
of
ambit
The new circular of the SEBI js applicable for all public issues
y
i u
reg lator
-— ‘ the
un
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<(FYBAF: SEM-II,
t financial whee ' 1 books of |
. jnnomar _ equired to maintain HOOKS OF accour), a josie! Management and Securitication 77
Abad banker 0's an 3issue FT
of three rs
years ty
listing permiss1on is granted by the Stock exchange to the body
: TIL
corporate; (e) delay in issuing the final certificate pertaining to
the collection figures to the Registrar to the Issue,
Everv bankers i the lead
as ?
compa nv:
manager and the body corporate and such figures should be
submitted within seven working days from the issue closure
nduct For
Bankers To An= Iss ue
date.
Code of C0
— ‘gsue shall make all efforts to protect the iN ter. A banker to an issue shal] be prompt in disbursing dividends,
4 banker foal! interests, Or any Such accrual income received or collected by
J. :
of investor him on behalf of his clients.
ssue shall in the conduct of its business, 9
2. A banker to anissue sis, A banker to an issue shall not make any exaggerated statement,
high standards of integrity and fairness In the conduct of i,t whether oral or written to the client, either about its qualification
business. or capability to render certain services or its achievements in
regard to services rendered to other clients.
3. A banker to an issue shall fulfil its obligations in a Promp,
ethical and professional manner. 10. A banker to an issue shall always endeavour to render the best
possible advice to the clients having regard to the clients’ needs
4 A banker to an issue shall at all times exercise due diligence and the environments and his own professional skill.
on,
ensure proper care and exercise independent Professi
judgment. A banker to an issue shall not d ivulge to anybody either orally
or in writing, directly or indirectly, any confidential information
5. A banker to an issue shall not at any time act in collusion With about its clients which has come to its knowledge,
other intermediaries or the issuer in a manner that is detriment without
taking prior permission of its clients except where such
to the investor.
disclosures are required to be made in compliance with any
law for the time being in force
»- A banker to an issue shall endeavour to ensure that - (a) inquirig
from investors are adequately dealt with; (b) grievances 12. A banker to an issue shall avoid conflict of interest and
investors are redressed in a timely and appropriate manng make
adequate disclosure of his interest.
(c) where a complaint is not remedied promptly, the investor
advised of any further steps which may be available to th A banker to an issue shall put in place a mechanism to resolve
investor under the regulatory system. any conflict of interest situation that may arise in the conduct
of its business or where any conflict of interest arises, shall take
A banker to an issue $shall not - (a) allow blank application reasonable steps to resolve the same in an equitable manner.
forms bearing brokers stamp to be kept at the bank premisesgq
peddled anywhere near the entrance of the premises; (b) accep - Abanker to an issue shall not indulge in any unfair competition,
applications after office hours or after the date of closure of th which is likely to harm the interests of other bankers to an issu
e
issue or on bank holidays; (c) after the closure of the publi or investors or is likely to place such other bankers to an issue
issue accept any instruments such as cheques/ demand drafts) ina disadvantageous position while competing for or execut
ing
stock invests from any other source other than the desi onatel any assignment. 15. A banker to an issue shall not discrimin
ate
Kegistrar to the Issue; (d) part with the issue proceeds unti amongst its clients, save and except on ethical and commer
cial
considerations.
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«< (FYRAF : SEMI, TYBMS , g EM,
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rpg 006 0985
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and Securitisation
Jnr wiorer jean’ Management
wat th
ISSUE ſr
O AN
is ex pe ct ed to pa y br ok er ag e within two
| g Company
TIye issuin
Bb ROKERS 3 e of all otm ent and fur nis h to the bro ker , on
A member ot a stock ©xcha
months from the: dat
the particulars of allotments ations
made against applic
L PF 11118
4 quest,
req
ns per wn
SEBI, err
SE als any anperson no t being B a membe
£ r of st a pearing irssta
their my »» Wi
WW ithout any charge.
aps may
brokers Me, © One li ca ti on s to th e cl ie nt s and follow up The SEBI was set up to ensure that the stock exchanges discharge
materials and app
ublicity n. heir self regulatory role stopers its prevent malpractices in trading
ing the subseriptio
V4 rork for canvass and to protect the rights of investars, the SEBI was mandated
the
e Is su e is no t ma nd at or y fo r Publ;
of Brokers to th monitoring function, requiring brokers to be registered and stock
lines, but th
eir expertise and contacts Wig
issues as Per S
EBI gu ide
y i exchanges to report on their activitie—s.|
be us ed for ma rk et ing | he issue. The compan
inv estors could
ve brokers After the SEBI began to monitor brokers, stock broking has emerged
consultation wit h the stock exchange writes to all acti ts of
ers to the ISSye asa professional advisory service in tune with the requiremen
all exchanges and obtains their consent to act as brok automated
addr esse s of the brok ers to the issu e are requireg, a highly matured, sophisticated, screen-based, ringless,
The name s and
. exc hanges in the country.
be disclosed in the prospectus |
ao HE |
br ok er s to is su e are |
The main functions of the
BROKERS, SUB BROKERS, |
3 STi
Offer marketing support for the issue;
ESP FOREIGN BROKERS
ov id in g for dis tri but ion of iss ue for ms at the retail investy
Pr
level;
about the issue; Stock Broker
Disseminate information to the investors
Provide advance market intelligence on the expected respons INTRODUCTION
to the issue. i
iat ts and according t | A bro ker is a me mb er of a rec ogn ize d sto ck exc
SEC O han TEs BY t h o ho is
ce hin the limi sted : 5
Brokers may be paid brokerage wit een -ba sed trading sys yestem of
other out -of -po
-of- c per
: mit ted to do tra des on/
apse the scr
ther connditi ibeded.. The mailing cost and
ditonsions prescrib os L b s L th dif fer ent sto ck exc han ges ) He is enr oll ed as a mem ber with the
= on = = Re pablic
- of :
eee Se! Pee EIG wu concerned exchange and is registered with SEBI.
stock brokers and no payment on that account is made by
companies. A clause to this effect must be included in the agreemen
to be entered into between the broker and the company.
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i
‘ es (FYBAF > SEM-II, rYBMS . SE
87
H seat g Manageme” and Securitisation
/ whether he has any past experience in the business of buying,
Stock broker means a member of - (c) selling or dealing in secu
toy rities:\,
/
eee he was subjected to disciplinary proceedings under
- broker means a person having trading rights In ( he rules, regulations and bye-laws of a stock exchange with
A ad stock exchange including a trading membe;) % respect to his business asa stock broker involving either himself
or any of his partners, directors or employees; and
of registration from the SEBI is mandatory boy
254 broker. (e) ‘hether he is a fit and proper person. SEBL, on being satisfied
reg ist rat ion 15 req uir ed for a SEBI - regist, at the stock bro ker is eligible, shall grant a certificate of
No separale .)
registration to him
ie in more than one stock exchange sy bjecs
broker to Opera
concerned stock exchange. t
the approval of the CON DITIONS OF REGISTRATION
A SEBI registered clearing member (Le, a person having clear “she registration of a broker with the SEBI would be subject to
and settlement rights in any recognized clearing COrPorati, conditions that he
including a person having clearing and settlement rights on.
. holds the membership of any stock exchange,
uire.
commodity derivative exchange) would also not req
separate registration to act as a broker in the concerned Sto (11 would abide by all the applicable rules/ regulations and bye -
exchange with its approval. A clearing corporation is an eng / laws of the stock exchange,,
that undertakes clearing and settlement of trade in SECUTitig
Avould obtain SEBI's prior a pproval to act as a broker after a
traded on a stock exchange. (iil)
change in control, ~>
REGISTRATION OF STOCK BROKERS (iv) pa y the requisite fee to
theSEBI, )
An application by a stock broker for grant of a certificateg we
“(v) would take adequate steps for redressal of investor grievances
registra tion shall be made in Form A through the Stock exchange,
within one month of the receipt of the complaint and keep the
stock exchanges, as the case may be, of which he is admitted as;
SEBI informed about the number, nature and other particulars
member. The stock exchange shall forward the application form,
of investors complaints,
SEBI within 30 days from the date of its receipt. SEBI may requin
the applicant to furnish information or clarifications regarding th (vi)
at all times, abide by code of conduct |
dealings in securities to consider the application for granting;
certificate of registration. | (viiymaintain the specified minimum net worth.)
SEBI shall take into account the following aspects before granting: CODE OF CONDUCT
certificate:
General
jar whether the stock broker is eligible to be admitted as a mem
ofa stock exchange; \ A stockbroker has to maintain high standards of integrity,
promptness and fairness with due skills, care and diligence in
—
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83 |
He should not indulge in manipulative, fraudulent ord \ fqnagement and Sectiritisation
d
1
wf his clients.
He should not create a false marke t either singly or jin colly,
%
=
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TYBMs Sey, |
3
od Innovative Financial Services (EYBAF : SEM-I,
yy een Managemen! and Securitisation 85
are not acting in the capacity of a sub-broker unless the
registered with SEBI as a sub-broker. y ay, r eligible, shall grant
SEBI on being satisfied that the sub-brokeis
Itis mandatory for member-brokers to enter into an *Sreementy, awk re eng ee ean |
all the sub-brokers, The agreement lays down the "ghts
responsibilities of member-brokers 45 well as Sub-brokers. Ay Conditions of Registration
Where a sub-broker merely changes his affiliation from one ; jv registration granted by SEBI shall be subject to the following
broker to another stock broker being a mem wy of the Same, « eondition> : |
ining
e ement of obtain certifj fresh h Certificate _
exchange, there is= no requir ing he shall abide by the rules, regulations and bye-laws of the stock
exchange which are applicable to him;
_ALIGIBILITY FOR REGISTRATION
he shall pay fees charged by SEBI;
The stock exchange on receipt of an application shall ver; (b)
information contained therein and shall also certify that the appli he shall take adequate steps for redressal of grievances, of the
TIE EEe FXfor registration
is eligibl iteria specifi
DS as ae per crite’: sp ed below: : i, investors within one month of the date of receipt of the
complaint and keep SEBI informed about the number, nature
(1) Inthe case of an individual: and other particulars of the complaints received from such
investors; and
—{a) the applicant is not less than 21 years of age;
: FER p t been convicted of any of d) he is : authorized in writing by a stock-broker being a member
(by the Se or inns: Y offeng | of a stock exchange for affiliating himself in buying, selling or
involving frau dealing in securities.
(6) the applicant
= has at least passed 12th standard
sast passe equiy
standard equivaley The sub-broker has the following general obligations.
in at io n fro m an Ins tit uti on re co gn is ed by 4,
ex am
Covernment. However, SEB] may relax this criterion @ la) pay the fees;
hav regard to the applicant's experience;
merits having reg (b) abide by the Code of Conduct specified ;
th licant is a fitand proper person.
A se appears per (c) enter into an agreement with the stock broker for specifying
(2) Inthe case of partnership firm or a body corporate, the partner the scope of his authority and responsibilities;
or directors as the case maV be shall comply with th ah th 5
requirements stated above, It is also to be assessed whetherth (4) _— with the rules, regulations and bye laws of the stock
exchange;
applicant has necessary infrastructure like adequate offic
space, equipment and manpower to effectively dischargehi (e) the sub-broker shall keep and maintain the books and
activities. The applicant should be person recognised by th documents specified in the Regulations.
stock exchange as a sub-broker affiliated to a member broke
of the stock exchange. The stock exchange shall forward th Duty to the Investors
application form of such applicants, alongwit
recommendation letter issued by the stock broker with whon Sub-broker has duties toward the investors such as :
, TE
>,
he is affiliated alonewitha
gwith a
aiti
recognition letter
exchange to SEBI within 30 days from the date of
i
issued by 7 thestod , faithful execution of orders of purchase and sale of securities,
its receipt.
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oy © Emancial SOPPICES__upyBAF:
(FYBA SEM-U, TYBM MS:6c. 5 Ey | a
ality h ee Management and Securitisation &
46 prnorttioe ©
maintain confident : dvice ~ in Stock Trading
not to gi
ce false or misleading aQVisss
hh
7
step> | | | | 7
° onflict of interest, Following are the steps involved in the trading of securities at a
e snsure
ens Wa
no ¢ \vice about SeCUTIHES In public; media with exchange.
stock 4. exchang
te AC Zn —
e not to Bhi terest. % ,/ Order Placing: [he first step in the trading of securities 15
disclosing lacement of an order by an investor with the broker either to
adequately trained Staff and arrangeme
have buy or sell certain number of shares at a certain specified price.
He should pt and competent servic|; es to his| client, 4
prom
render fair, kinds of orders. For instance, where in an
| . ; compliance with the There are various
e He has to ensure continuous compiia the regula, % order, the client places a limit on the price of the security; It 1s a
system.
case of ‘limit order’. Where the order is to be executed by the
broker at the best price, such an order takes the name of “Best
Rate Order. An Immediate or Cancel Order” is one that has to
TRADING AND CLEARING / be executed immediately and may have to be cancelled if the
order is not executed immediately. A Limited Discretionary
SELF CLEARING, MEMBERS Order allows the broker to buy and sell within the specified
price range and/or within the given time period as per the best
A certificate of registration should be obtained from SEBI to actag judgement of the broker. Where the client orders the broker to
clearing member. However, any SEBI-registered broker who act , sell as the price reaches a particular level, it is a case of “Stop
clearing member with the approval of the clearing corporation woul; Loss Order’. Under the ‘Open Order’, the client does not fix
not require a separate registration. Similarly a separate reg iStratig, any price limit or time limit on the execution of the order and
would not be required for a SEBI-registered clearing member t relies on the judgement of the broker.
operate in more than one clearing corporation. 5 /
Order Execution: Broker executes the orders placed by the client
Aclearing /self clearing member would pay required fees and Satish for the purchase or sale of scripts. The execution takes place
the minimum net worth and deposit requirement for the segmen during the trading hours and during the working days of the
for which membership is sought. exchange online.
The provisions relating to general obligations/ responsibilitie Contract Note Preparation: When an agreement is reached
FX
applicable to brokers would apply to clearing/self-clearing between the parties concerned as regards price, a contract note
members. is made out between the broker and the client. Particulars such
as the price, number of scripts, date of transaction, names of
party, brokerage, etc. are shown on Contract Note.
/ STOCK TRADING + 4 Delivery and Clearing: Delivery and clearing of share takes
place through a clearance house.
Meaning
F. Demat account credit and debit: For the purpose of effecting
The act of buying and selling of secu the transfer in the name of the transferee, the parties accounts
rities Onas i
known as stock market trading. tock exchange 5 are either debited or credited.
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88 Innovative Finan ial Services (FYBAF * SEMI, IYBMs ey +
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is the WEss of netting Of t
ransag, |
6 Settlement: Settlement is the process wh © S josie
Mannix yncnt anid Securitisation 89
x...
Clearing and Settlement | initiator
=
——
—
NSE introduced for the first time in India, fully automated Screen Competitor - the party who enters orders on the same side as of
RY
based trading.
ee
the initiator
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It uses a modern, fully computerised trading system d eSigneg Solicitor - the party who enters orders on the opposite side as of
==
—
to offer investors across the country a safe and easy way to in Vest the initiator
9
oe
i
The NSE trading system called ‘National Exchange for
The Capit al Mark et (Equi ties) segm ent of NSE facil itate s trading
a,
Automated Trading’ (NEAT) is a fully automated screen baseg in the following instruments:
ee
z
trading system, which adopts the principle of an order driven
—
r=
market, 1. Shares
| The NEAT system has different types of market. They are: i. Equity Shares
ii. Preference Shares
Normal Market
| ?. Debentures
All orders which are of regular lot size or
multiples thereof ili. Partly Convertible Debentures
traded in the Normal Market. For sh
ares that are traded in the
compulsory dematerialised mode iv. Fully Convertible Debentures
the market lot of these ae
Te Normal market consists
of various book types wherein v. Non Convertible Debentures
orders are segregated as Regula
r lot orders, Special Term
orders vi. Warrants/Coupons/Secured Premium
#
£
CTs
a
Notes/ other
|
Hybrids Bonds
ee eee 3, Units of Mutual Funds
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SOIT!ICES (FY BAF:SENM-T 7 YBMS ' SEM
Jranocatiae’ry’ nA
Francia
|
: ; MX) io MA HAgONENTA md Securitisation a1
DERIVATIVE TRA DIN G market allows him to conduct transactions without actually
er selling his shares — also called as physical settlement.
which derives | trading, Fle can take the advantage of differences in prices 1n
7 contrac + between Iwo parties the two markets,
a t i v e 15
A deriv in de rl ym g asse lt
fr o m a n t |
value/ price o d i t i e s , c u r r e ncies, exch 4, protect securities against fluctuations in prices: The derivative
socks, indice s , c o m m
market offers products that allow an investor to hedge himself
_Fhese could be Anterest ang, #1
guessing the future price, or it could act as a safety net from logs; '
in the spot market, where the underlying assets are traded. {1 Futures and forwards: Futures are contracts that represent an
agreement to buy or sell a-set of assets at a specified time in the
future for a Specified amount. Forwards are futures, which are
Use of Derivatives
not standardized. They are not traded on a stock exchange. |
In the Indian markets, futures and options are standardized _2. Options: These contracts are quite similar to futures and
contracts, which can be freely traded on exchanges. forwards./However, there is one key difference. There is no
obligation to hold the terms of the agreement. _
The uses of derivatives can be listed as follows: a
gf”
' This means, even if one holds a contract to buy 100 shares by
|. Earn money on shares that are lying idlé: If an investor does |
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- Financial Services (EYBA F:SEM-II, Ty BAS Se, >
Iams ds, c u r i t isation
92 h Manage{ nre n t a n da
S e
AREDER IVATIVE CONTRACTS LINKED TO Stoo ==
jt 4
scheduled to
Settlement Trader can wait until the contract is
HOW
| TIS 5 xpiry to 5ettle the trade. In such a case, he can pay the whole
PRICES ? _ 4 Futures contract of TCS shares a, T3 0%, amount outstanding, or he Can enter Into an opposing trade.
I” ResearchiJt is important to do research in the derivative financial assets into marketable securities that can be sold
to
market. Different strategies are required to be followed in the investors. [The process leads to the creation of financial instruments
derivative market. that represents ownership interest in pool of assets. The pool of
2 securitized assets from which cash flows are generated 1s known
2. Arrange for the requisite margin amount: Trader is constant)
required to maintain his margin amount, This means, he canngt as collateral. Securitized assets are usually loans and receivables,
and securities are backed or collateralized by any kind of income
withdraw this amount from his trading account at any Point in
time until the trade is settled. yielding assets.
The margin amount changes as
the price of the underlying stock rises or falls. RBI in its circular on Securitisation of Standard Assets, describes
Conduct the transaction through trading account: Securitisation, “as a process by which assets are sold to a
A trader wil bankruptcy remote special purpose vehicle (SPV) in return for an
have to trade in derivatives through his tra
ding account. He immediate cash payment”.
can place an order online or on phone with his
broker.
4. =_ Selection: He will select his stocks An asset that can be converted into cash quickly is called a liquid
and their contracts on
€ Dasis of the amount a vailable, asset. An asset that takes longer to convert to cash and will likely
the margin requirements, the
price of the underlying <harec
- \ e S
sell for a price lower than market value is called an illiquid asset.
contracts. / 8 S, as well as the price of the
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94 Innovative Financial Services (FYBAF : SEM-II, TYRagg “SE > 95
Sale of Assets Issue Of Securities ‘y »Management aud Securttisation
Wi [
[<1
the company there 15
5
cince factoring involves only bank and
no need for any credit rating while securitisation involves many
=
Originator Special Purpose In Ves to rs ‘investors and therefore, it is necessary to take credit rating
Vehicle
before going for securitisation of receivables.
Consideration for
Assets Purchased
Subscription of Securities
Credit Rating of Securities
FEATURES OF SECURITISATION—
issuer,
[ Rating Agency | A eecuritised instrument, as compared to a direct claim on the
will £ enerally have the following features:
[ Structure process of converting illiquid assets into liquid assets:
1.
Securitisation is the process of converting illiquid assets into
Fig. 3 : Securitisation Process liquid assets by converting longer duration cash flows into
shorter duration cash flows
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innovative Financial Services (FYBAF : SE
M-IL, 7 YBA1S : b
97
In case of securitisation of receivables, the FO
u
undergoes a drastic change, making rating a basic req 'q [= apt’ Martas
ati ons are pri vat ely P place:d
| d. Hen ce, mos t sec uri tis
the
for securitisation.
“en, with professional investors. Howev er, it is likely that un
Wide Distribution: The basic purpose of securitisa, future, retail investors could be attract ed into buying secur itised |
distribute the product. The extent of distribution Whi
originator would It |
like to achieve is based on a cOMm
analysis of the costs and the benefits that can be achievepag "a,
4
"PASS THROUGH CERTIFICATES '
wider distribution, the issuer is able to market the pr Ody h
- - a
lower financial cost to him. But a wide investor base inv wy ifies transfer
% »,65 through Cer tificate ; is an instrument whicn sign
the high cost of distribution and servicing. I tn fav our of the hol der of the Pass through
interest in the rec eiv abl e
0 ;
Commoditization: Securitisation ts the Proces Certiiica te.
commoditization, where the basic idea is to take the ene ¢ tif ica te (PT C) is a cer tif ica te tha t is giv en to an
of this process into the capital market. Thus, the resy}t fe , pass through cer s that lie with
securitie
securitisation process is to create certain instruments which, dies against certain mortgaged-backed bonds
certificate can be compare ‘og securities (like
oe 1SSUCT. The
be placed in the market. deb ent ure s) tha t ma y be iss ued by ban ks and oth er co mpanies
ind
to investors.
Homogeneity: To serve as a marketable instrumeny
instrument should be packaged into homogenous | ff er en ce be in g th at th ey ar e is su ed ag ai ns t un de rl ying
The only di
Homogeneity is a function of retail marketing. Most Security, ri ti es . Th e in te re st th at is pa id to th e is su er on these securices
-ecu
instruments are broken into lots affordable to the mars; con mes to the invest
or in the form of a fixed income.
investor and hence the minimum denomination become
relative to the needs of the smallest investor. Investors in such instruments are usually financial institutions like
banks, mutual funds and insurance companies.
Integration and Differentiation: Securitisation is the Proces
of integration and differentiation where the entity tha Many banks and private organizations have incomes or receivables
securitises its assets first pools them together into a comma that are due to them in lieu of loans or services that they have offered
hetch pot. This is the process of integration. Then, the pool its in the past. Securitisation involves the conversion of these incomes
is broken into instruments of fixed denomination. This is the or receivables into debt instruments which are then sold to investors.
process of differentiation. For this purpose, the parent organization sets up a Special Purpose
Vehicle (SPV) which issues these debt instruments.
Deconstruction: securitisation is the proces
s of deconstruction
of an entity wherein, one envisages an entity By making these debt instruments available in the markets, the
’s assets as bei organization manages to make their assets liquid and can then use
composed of claims to various cash
flows, the phat an investor
securitisation would split apart these the funds for some other productive business. When
cash flows into differen
—_— a them and sell these classified parts buys these debt instruments, the investor is givena PTC. However,
f $ accordin
to different this does not mean that the investor owns the assets. Rather, when
teat
the entity into en on haan
the original lender recovers money from the original borrower (as
"ATE interest or otherwise), it is then passed on to the SPV, which then
Diffi
erate understand for retai| investors: disburses it to the investor in the form of a fixed income.
"Issues are difficult In practice,;
for retail investors to
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ad «ppl : IL;
rinaneciaal Seas (FYBAESEME Ay
TYR > eee
EE EE CCR
the rece!’ ab
les is not P to them. Rajasthan State Industrial and Development Corporation
WwW securities
in 1994-95 was done by SBI Cap.
epy issues Me
securitisation of Sales Tax deferrals by Government of
©
e
SECU R I T I S A T I O N M E C H A N I S M , Maharashtra in August 2001 forT 1500 million with a green
ee ET $hoe option of & 75 million,
OO
The securitisalt on process or mechanism ts listed below. s India’s first floating rate securitisation issuance by Citigroup
off 2,810 million in 2003. The fixed rate auto loan receivables
Assets are originated through receivables
shins .
or any other gi
¥ 4, F +
its funding of the asset, back its books and makes the upfrent payment for them to the
to the originator,
originator.
as one me arise on
FG A
p 7
the assets, these are
Pay funds to the invest used by the SPV
ors in the securities
q
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TOX
- The biggest 20" aa \, come of the securitisable assets can be listed as follows : |
ng up fre te : |
frees up
+ the SPV and the sponsol
a in
Ig Py
#
are Proty, , Term loans
esull
Asarst risks like insolve iS" cy,: which may arise during | ly 7 —
* again 8 ON - Commercial Loans
——_
——
“ial ea, Pi e e Securitisation of loan assets by issuing pass through certificates
As per Securitisation Policy, 2012, all on-balance sheet Standay (PTCs) rose by 72% to % 43,000 crore in Financial Year 2017.
assets are eligible for securitisation, except: ° 3
e revolving credit facilities (e.g., credit card receivables); SE anne an org > = oe
i
eae
| 1. Off the balance sheet of the originator: For accounting
¢ loans with bullet repayment for both principal and interest purposes securitization is treated as a sale of assets and not as
Se
Any type of asset with a reasonably predictable stream of future BOANoINg, Thegetore me originator pace Bot TESery DAY
ne
cash flows can be securitised. transaction as a liability on its balance sheet. Such off balance
sheet raise funds without increasing the originator’s or debt
The following assets are easiest to securitise. equity ratio.
I. The assets that occur in large pool. 2. Efficient Financing: In securitization, it is possible to achieve
2. The assets for which past expe
much higher rating for instrument as compared to the
riience can | originator’s credit rating. Thus the borrower can obtain fund at
default rates. d ” RN pre lower interest rates applicable to highly rated instrument and
3. The assets for which documentation gain a pricing advantage.
is standardized.
i. The assets for which own
ow ershj iD ISj Lower capital requirement: Securitisation enables banks and
ha
P15 transfera
1
ble. () y capcapi
financial institutions to meet regulator itatal
l adeade
quaqua
cycy norms
rr ot mmm E:
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| aos | ae oa —————
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\ B. Benefits to the Investors Securitisation connects the capital markets and financial
markets by converting these financial assets into capital ma rket
1, Safety Features: Securitisation offers investors benefit commodities. Securitisation benefits the economy as a whole
diversification of risks, as they have an exposure to a
POO] by bringing financial markets and capital markets together.
assets. Most issuances are highly rated by independent Cred:
rating agency and have credit supp3 ort built . into the transac; I Market Efficiency: Through securitization process the
companies holding financial assets like loans have ready access
=)
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ee wa tro0 FONT par eee 4 YBAP © SEMI FVBA4S SY; ww
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,
INES ON SECURITISATyor O S yl “hy,
A tnagenment and Securitisation
UAE
J 4s assets purc hased from other entities;
- 9972 the Keser’ Bank of India (K BI) issued {co al] . e securitisation exposures (e.g., mortgage-backed /asset-
: ett the Guidelines on the Transter of Asses, thr Mk, (ERC SCLC arte
its ts re revisions sand
** Direct
| Assignme
OG 2 nt of ‘Cc Cash Flows,
“lows On At. Ou.
a loans with bullet repayment for both principal and interest.
a similar set of guidelin
.csued (NBFCs),
ST ine Ute Bal panies es to all Non-banst can
Minimum holding period: Originating banks/ NBFCs
2012 revising the existing guide Kin,
. l i n e s Neg oy minimum
finance com
acti ons, as appl icab le to NBF Cs. cecuritise loans only after fulfilling the; prescribed .
12
: : =
aa
secu sé ation trans
ritirtis holding period requirement. The rationale for introducing a j
minimum holding period requirement is to: |
The new securitisation guidelines introduce key changes from
February 2006 guidelines, including: th, =a
ensure that the project implementation risk is not |
= : — e
F | ||
s introduang amimmum holding period and minimum reteny; transferred to investors; and
respect of loans befo;., ,,” . —_— |
req yirement that must be met in Ore the, e require banks to demonstrate a certain minimum recovery- he
J HH
ca n be securitised; ;
linked eas
performance before securitisation.
o specifying reguiations for the direct assignment of loans; The bank guidelines and NBFC guidelines each set out the By
1
minimum number of instalments that must have been received
e prohibiting any form of credit enhancement by Selling ba | |
inrespect of loans (categorised by maturity) before they can be
or NBFCs in connection with the direct assignment of lo
holding period is counted from the he
IM securitised. The minimum
| / NBFC or the i
me date of full disbursement of the loan by the bank
e prohibiting specific categories of securitisation transact; date of completion of a project, as the case may be. ta
including: me _— OM
Sea ation of assets, such as collateralised debs 3 Minimum retention requirement: The securitisation guidelines
- any re-securitis have introduced the concept of a minimum retention
obligations of asset-backed securities (e.g., those backed requirement in order to ensure that the originator bank/ NBFC
by residential mortgage-backed securities); and has a continued interest in the securitised assets. The minimum
| .
aki retention :
. requiremen intended to ijimprove the due > c diligence
t is inte 8
ET ;
= Beyer er STEEL secuniisation ‘Wansactions ang that is carried out on the securitised portfolio. The minimum
tes oa eel with revolving structures (e.g., credit card retention requirement is in the range of 5% to 10% of the book
rece , : ak
KEY FEATURES OF THE POLICY 4 Limit on total retained exposures. The exposure of banks /
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106 Innocatine Financial Services (FYBAF 7 SEM-I1, TYR Ms &
f M.,
credit enhancements, including cash, and othe, for | oA frnuagenicne na SOC Fi Freation
107
by exe), By [x8
= || i i
_ =
Minimum holding and minimum retention requirements: The
A
Exposures beyond this limit will be nsk-weighted at 1117 minimum hold ing period requirements a pplicable to banks and
banks and 667% for NBFCs. % NBFCs for securitisation transactions will
ty also apply to any
direct assignment of loans. The minimum retention requirement
I. | banks/NBFe,
Booking of profit upfront: The originating
permitted
for both banks and NBFCs is as follows: |
to recognise higher cash profits on amortisat; a, , |
principal! and losses incurred as per new policy. On For assets with ori ginal maturi ty of 24 months or less, the |
il i 78 minimum retention requirement is 5% of the cash flows |
6. Treatment of non-compliant securitised assets: Originas: from the assets transferred on a pari passu basis
; and |
banks/NBFCs that do not comply with the new SeCUritis aj;
e For assets with original maturity of more than 24 months,
= ® n
1
The RBI has also prescribed certain standards of due dilig
—
© consortium and syndication arrangements. True sale criteria: The securitisation guidelines lay down certain
x
‘true sale’ criteria that must be met in respect of direct
1. Assets eligible for transfer: All on-balance sheet standard assets
assignments. (These are broadly similar to the true sale criteria
are eligible for transfer by direct assignment, except:
prescribed by the RBI for securitisation transactions under the
—_—
=
id
=
zz
e revolving credit facilities (eg, credit card receivables); February 2006 guidelines.) The sale will quality as a true sale
=
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only if:
EI
on
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a
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Innovatrey
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YP Aanagerment md Securitisation 109
108 g n m e n t resu| lts in th [==
the assi
e
of the sel l i n g b a n k from the assets being sold:
_ REVIEW QUESTIONS |
«
an un fe tt er ed ri ght to transfer, leg nes
has
the buyer ys e of f th e as se ts ac quired; g6
r ot herwi
se di s p '%Y whatis the meaning of Merchant Bankers? Ex plain various categories
o
in Bi of Merchant Bankers.
no econom
ic interest 0
nk has Define Merchant Banker. What are the services provided by Merchant
the selling ba
Bankers ”
following 4 sale;
an
What are the obligations and responsibilities of Merchant Bankers as
the s P pure hasing bank has no recourse to the Selling bay op the SEBI? State 15 obligations.
ET,
& s or losses except those SPECI
for anv expense fic pefine Underwriters. Explain importance of underwriters.
Ulli
em
9, f
warranty, the seller has no obligation to repurchase
Define Bankers to an issue. Explain registration requirements.
by Explain code of conduct for bankers to an issue.
the assets sold; and
=
ee
(it) Underwriters
r
separation of the seller from the assets being sold is an importan
2 =
(iii) Bankers to an issue
a?
one, but clean-up calls are sometimes required as a practic:
sil
-
(iv) Brokers to anissue
ee
matter and such a blanket restriction may not be the mo
(v) Categories of merchant bankers
commercially sound approach. t—
(vi) Scope of Merchant Banking =
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iS rrices(FYBAF: SEMI TYBMS. gp | i
(x) Explain
f proker an
(xi) Meamung © 4 clearing mem ber carn financial assets into marketable securities.
j Tracing an contracts (a) POT (b) illiquid
Types of derivative ic) fixe
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e Market (d) current
iv) t Praiwhne
in D e r i v a t i v
(1) - (a), (2) - (a), (3) = (b), (4) - (4), (5) - (a), (6) = (c), (7)
a
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fsecurmhsa
tion 4 FI - (b)
Features © Fill in the blanks :
T h r o u s h C e r titic|ates
(5xsvi ; Pass Vehicle are in charge of the issue Process,
3] Purpose
(xvii) Specie”
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i=able Assets ——_— also responsible for Preparing the prospectus and marketing
xviii) Securtt the issue.
1
OB JE CT
OBJECTIV IV E
E QU
QU ES
ES TI ON S H R P , | 3 — make a commitment to get the issue subscribed either by others
or by themselves.
4 _— means an offer for sale of securities by any body corporate to
e the fo llowing se, how public through a merchant banker. —_
at e op ti on s an d re wr it
A. Selectthe ap propri The ——— re exposed to the risk of under su bsc
an d Ex ch an ge Bo ar d of In di a (S EB I ) was constitu ription
1 TheSecurit es - BS : _— ny Person not being a member of stock exchange
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