CORPORATE FINANCE

COURSE OUTLINE
SEMESTER VII

INTRODUCTION T O T HE C OURS E:
Corporate Finance is concerned with the financing and investment decisions made by the
management of companies in pursuit of corporate goals. This subject is concerned to the study of how
the companies actually make financing and investment decisions, and its is often the case that theory
and practice disagree. In Corporate Finance, the fundamental goal is usually taken to be to increase the
wealth of shareholders. Corporate finance gives an understanding of the reasons why shareholder
wealth maximization is the primary financial objective of a company, rather than other objectives a
company may consider.

The object of the Corporate Finance is the acquisition and allocation of corporate funds or
resources with the maximizing shareholders wealth. In the financial management of a corporation
funds are generated from various sources and allocated or invested for desired assets. The primary
function of corporate finance is resource acquisition, refers to the generation of funds from both
internal and external sources at the lowest possible cost to the corporation. There are two main
categories of resources are equity (shares) and liability (Borrowings). The equities are proceeds from
the sale of stock, returns from investments and retained earnings. Liabilities include bank loans or
other debts, accounts payable, product warranties and other types of commitments from which an
entity derives value. The second function of corporate finance is resources allocation and investment
of funds with the intent of increasing share holders wealth over a period of time. There are two basic
categories investments are current assets and fixed assets. Current assets include cash, inventory and
accounts receivable. The fixed assets are buildings, real estate and machinery. In addition, the resource
allocation function is concerned with intangible assets such as goodwill, patents and brand names.

It is the duty of financial manager of a corporation to conduct the above functions in a manner
that maximizes shareholders wealth or stock price and he must balance the interests of owners or
shareholders and creditors including banks and bondholders and other parties, such as employees,
suppliers and customers. For example a corporation may choose to invest its resources in risky
ventures in an effort to offer its share holders the potential for large profit. However, risky
investments may reduce the perceived security of the companies bond, thus decreasing their value in
the firm must pay to borrow money in the future. Conversely, if the corporation invests too
conservatively, it could fail to maximize the value of its equity. If the firm performs better than other
companies its stock price will rise, in theory, enabling it to raise additional funds at a labour cost,
among other benefits. Practical issues and factors influenced by corporate finance include employees
salaries, marketing strategies customer credit and the purchase of new equipment.

The Financial decision affects both the profitability and risk of a firms operation. An increase
in cash holdings, for instance risk, but, because of cash is not an earning asset, converting other types
of assets to cash reduces the other firms profitability. Similarly, the issue of additional debt can raise
the profitability of a firm, but more debt means more risk. Striking a balance between risk and
profitability that will maintain the long term value of a firms securities in the large of finance. This
course is divided into Seven Modules.

MODULE 1. INTRODUCTION
1. Basics Of Corporate Law
2. Meaning, Importance and Scope of Corporate Finance.

MODULE 2. C ORPORATE F INANCE

1. Concepts of Corporate Finance:
Relationship between Risk and Return
Time Value Of Money
2. Objectives of Corporate Finance
Profit Maximisation
Wealth Maximisation
3. Various instruments for raising finance
4. Capital Investment: Needs and Factors effecting Capital Investment
MODULE 3. C AP ITAL BUDGETING
1. Principles of Capital Budgeting
2. Capital Budgeting : Meaning, Importance and Types
3. Capital Budgeting Process / Steps involved
4. Role of a Financial Manager

MODULE 4. E QUITY FINANCE

1. Share Capital
2. Public Issue
a) Initial Public Offer (IPO)
b) Further Public Offer (FPO)
3. Rights Issue
4. Bonus Issue
5. Prospectus Information and Disclosure Requirements

MODULE 5. D EB T F INANCE
1. Debentures - Nature, Issue and Class
2. Deposit and acceptance
3. Creation of charge, fixed and floating charges

MODULE 6. INTERMEDIARIES
1. Credit Rating Agencies
2. Merchant Bankers
3. Registrars and Share Transfer Agents
4. Underwriters
5. Debenture Trustees
6. Bankers to an Issue
7. Stock Brokers, Sub-brokers
8. Portfolio Managers
Guidelines for Primary Issue ICDR 2009

Regulations to be referred:
1. SEBI (Merchant Bankers) Regulations, 1992
 2. SEBI (Credit Rating Agencies) Regulations, 1999
3. SEBI (Portfolio Managers) Regulations, 1993
4. SEBI (Stock Brokers and Sub-brokers) Regulations 1992
5. SEBI (Underwriters) Regulations 1993
6. SEBI (Bankers to an Issue) Regulations, 1994
7. SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 19
8. SEBI (Intermediaries) Regulations, 2008
9. The SEBI (Debenture Trustees) Regulations, 1993
10. SEBI (Public Issue and Listing of Securitized Debt Instruments) Regulations, 2008
11. SEBI (Issue and Listing of Debt Securities) Regulations, 2008
12. ICDR Regulations 2009

MODULE 7. C ORPORATE F UND R AIS ING

1. Depositories - Indian Depository receipts (IDR); American Depository Receipts (ADR); Global
Depository receipts (GDR)
3. Public Finance institution - IDBI, IFC and SFC.
4. Mutual Fund and other collective investment schemes,
5. Venture Cap funds
6. Institutional investments - LIC, UTI and Banks

B IB LIOGRAP HY
1. Altman and Subramanian, Recent Advances in Corporate Finance (1985) LBC.
2. Alastair Hundson, The Law on Financial Derivatives (1998), Sweet & Maxwell.
3. Babby Dutta, Indian Financial Markets the regulations framework, ICFAI-2005.
4. Board of Editors, Financial Strategy Conceptual Issue, ICFAI, 2006.
5. Denzil Watson and Andhonyhead, Corporate Finance Principles and Practice, P.S. Arson
Education Ltd.(2007).
6. Diana R. Harrington-Corporate Financial Analysis-(2008).
7. Donald H. Chew, Studies in International Corporate Financial System, Oxford (1997).
8. Eils Feran, Company Law and Corporate finance, (1999) Oxford.
9. Frank.B. Cross & Robert A. Prentice- Law and Corporate Finance, Edward Elgar
Publishing Limited-U.K (2007).
10. H.L.J. Ford and A.P.Austen, Fords Principles of Corporations Law, (1999) Butterworths
11. Jonathan Charkham, Fair Share: The Future of Shareholders Power and Responsibility,
Oxford.
12. J. H. Farrar and B.M. Hanniyan, Farrars company Law, (1998) LBC, Maryin M.Kristein,
Corporate finance (1975).
14. Philip R. Wood, Law and Practice of International Finance-Regulation of International
Finance, Sweet-Maxwell (2007).
15. Ramaiya, A Guide to The Companies Act, (1998) Vol.I.II.III.
16. S.D.Israni, Handbook on Private Companies, Snow White.