NISM-Series-II-A: Registrars to an Issue and Share Transfer Agents - Corporate

Certification Examination


Curriculum
I. Introduction to Securities
A. Categorization of securities into equity, debt and hybrid
B. Characteristics of securities


II. Characteristics of Equities
A. Rights of common shareholders
B. Par value, Face value and share premium
C. Dividend calculation and distribution
D. Authorized capital
E. Issued capital
F. Outstanding shares
G. Paid-up shares
H. Placement of preferred shares and features
I. Share buy-back
J. Rights issue


III. Characteristics of Other Securities
A. Warrants
B. Types of convertible bonds
C. Types of depository receipts
D. Fully convertible currency bonds (FCCBs)


IV. Characteristics of Debt Instruments
A. Payment terms
B. Face value
C. Coupon
D. Term to maturity
E. Market value
F. Current yield
G. Yield to maturity
H. Corporate debt securities


I. Government securities
J. Methods of corporate debt retirement
K. Types of fixed and floating rate instruments and relevant benchmarks
L. Standards and significance of credit rating of debt instruments
M. Types of money market instruments and features
N. Government debt securities and features
O. Company fixed deposits and features


V. Basics of Mutual Funds
A. Structure and objective of a mutual fund
B. Units of a fund, face value and ongoing value.
C. Benefits of mutual funds to investors
D. Characteristics of open and closed end funds
E. Assets Under Management (AUM)
F. Net Asset Value (NAV)
G. Unit Capital
H. Types of mutual fund products and classification by investment category
I. Returns as dividends and capital gains


VI. SEBIs Role and Relevant Regulations
A. Securities market regulatory environment
B. SEBIs and role
C. SEBIs powers
D. Investor Protection
E. SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
F. SEBI (Intermediaries) Regulations, 2008
G. SEBI (Depositories and Participants) Regulations, 1996


VII. Public Offer of Securities -Features
A. Types of public issue and private placements
B. Types and process of Initial Public Offer
C. Buyback process through tenders, stock exchanges and reverse book building

VIII. Private Placement of Shares
A. Qualified Institutional Placement
B. Rights Issues

IX. Public Offer of Securities -Processes
A. Concepts in Public Issue of Shares
B. Underwriting
C. Green Shoe Option
D. Sequence in IPO Process
E. Features of Fixed Price Offering
F. Features of Book Built Offering

X. Roles and Responsibilities in a Public Issue
A. Role of the Registrar and Transfer Agent (R&T) in dematerialization and rematerialization of securities
B. Role of the R&T agent in reconciliation of daily balances
C. Role of the R&T agent in transfer of ownership of physical securities
D. Role of the R&T agent in issue of duplicate certificates
E. Role of the R&T agent in stop transfer for certificates reported Lost/ Stolen
F. Role of the R&T agent in issue of new certificates in corporate reorganizations


XI. Depository Services
A. Registration as a Depository and its role
B. Registration as a DP
C. Role of DP in transfer, transmission and transposition
D. Delivery Instruction Slip (DIS)
E. Ownership of dematerialised securities
F. Rights of Beneficial Owners

XII. Process related to Depositories
A. Process for pledging and hypothecation
B. Dispatch of periodic statements of accounts
C. Role of R&T and DP in providing information to issuers
D. Role of DP in downloading beneficiary positions to R&T agents
E. Role of R&T and DP in reflecting corporate actions
F. Process of trading and settlement of market and off-market trades
G. Process of reconciliation of records between the Depository and R&T agent


XIII. Investor Servicing Processes
A. Processes related to recording changes of address, bank & Power of Attorney
B. Processes related to dividend / interest payments
C. Processes related to transfer of ownership of securities
D. Processes related to issue of duplicate certificates
E. Processes related to lost securities and Stop Transfer instructions
F. Processes related to transmissions and deletions
G. Processes related to handling shareholder inquiries and complaints



XIV. Role of stock exchanges and other participants in the secondary market
A. Role of the secondary market
B. Role of the stock exchanges
C. Role of various participants in the stock markets
D. Advantages of listing
E. Salient features of the listing agreement