SECURITIES EXCHANGE BOARD OF INDIA

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To protect the interest of investors in securities. To promote the development of securities market. To regulate the securities market. For matters connected therewith or incidental thereto.

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Regulatory function:

Registration of brokers, sub-brokers & other players in the market. Registration of investment schemes & mutual funds. Regulation of stock exchange & other SRO. Prohibition of all fraudulent & unfair trade practices. Controller insider trading & takeovers bids & imposing penalties for such practices.

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Development functions:

Investors education. Training of intermediaries. Promotion of fair practices & code of conduct. Conducting research & publishing information.

Inspect books of accounts. Compel certain companies to list their shares in stock exchange. Levy fees & other charges. Grant license. Prosecute & judge violation certain provisions.

REQUIREMENTS: Right of FCD/PCD holders. Out of free reserves. Revaluation of fixed assets. Bonus issue not to be in lieu of dividend. Fully paid shares. No default in respect of deposits. Statutory dues of employees. Implementation of proposals. Provisions in the AoA. Authorized capital. Certificates.

Convene the board meeting & pass the resolution. Hold the GM & pass the resolutions. Files the necessary return in e-Form with a copy of GM to Registrar within 30 days of the meeting. Prepare a list of eligible members entitled to the bonus shares Convene the board meeting of Directors for allotment of shares. File a return on allotment to the Registrar within 30 days of the allotment. Prepare the allotment certificates & dispatch the same to the allottes.

Application for Admission to Dealings.

The issuer shall submit an application for admission of its securities to dealing on the Exchange in such form, as may be prescribed by the Exchange . Notice of any application for admission to dealings on the Exchange shall be posted on the notice board or displayed on the ATS or Website of the Exchange The Governing Board or Managing Director or Relevant Authority shall ensure that no listing or trading permission is granted unless the issuer complies with all the conditions, requirements or norms The Exchange may grant approval to the issuer for any security sought to be listed on the Exchange on completion of the listing conditions, requirements and norms by the issuer, as may be specified by the Exchange from time to time.

Notice of Application for Admission to Dealings.

Listing Conditions and Requirements.

Listing Approval.

Admission to Dealings.

Admission to dealings shall mean permission granted by the Exchange to a security for commencement of trading on the ATS of the Exchange Trading in securities admitted to dealings shall be allowed on the ATS of the Exchange as provided in these Bye-laws and the relevant Regulations Issuers, whose securities are granted admission to dealings on the Exchange, shall pay listing fees and deposits, within such time, as may be determined by the Exchange from time to time. The Board or the Relevant Authority of the Exchange shall fix the listing fees at such rates and in such manner as may be deemed fit from time to time.

Trading Allowed.

Fees or Deposits to be paid by Issuer.

Listing Fees.

The listing fees charged by the Exchange are presented in the following table:
Sr. No. 1 a) b) c) d) e) f) g) h) i) j) k) l) m) n) o) p) Listing Fees Initial Listing Fees Upto ` 1 Crore Above ` 1 Crore and upto ` 5 Crores Above ` 5 Crore and upto ` 10 Crores Above ` 10 Crore and upto ` 20 Crores Above ` 20 Crore and upto ` 30 Crores Above ` 30 Crore and upto ` 40 Crores Above ` 40 Crore and upto ` 50 Crores Above ` 50 Crores and upto ` 100 Crores Above ` 100 Crore and upto ` 150 Crores Above ` 150 Crore and upto ` 200 Crores Above ` 200 Crore and upto ` 250 Crores Above ` 250 Crore and upto ` 300 Crores Above ` 300 Crore and upto ` 350 Crores Above ` 350 Crore and upto ` 400 Crores Above ` 400 Crore and upto ` 450 Crores Above ` 450 Crore and upto ` 500 Crores Amount 25,000 10,000 15,000 25,000 45,000 70,000 75,000 80,000 1,30,000 1,50,000 1,80,000 2,05,000 2,30,000 2,55,000 2,80,000 3,25,000 3,75,000

New Fund Offers (NFOs) NFOs can only be invested at the close of the NFO period. Dividends can now only be paid out of actually realized gains. More active role. Regarding the Fund-Of-Fund (FOF)

1. Application for grant of certificate.

An application by a person for grant of a certificate shall be made to the Board in Form A.

2. Furnishing of information, clarification and personal representation. 3. Criteria for fit and proper person. 4. Capital adequacy requirement. 5. Renewal of certificate.(3 months)

1. Merchant banker not to associate with any business other than that of the securities market. 2. Maintenance of books of account, records etc. (a copy of balance sheet, profit and loss account , auditors report ) 3. Submission of half-yearly results.(unaudited financial results) 4. Maintenance of books of account, records and other documents.(minimum period of five years.) 5. Report on steps taken on auditors report.(within two months)

1. maintain high standards of integrity, dignity and fairness in the conduct of its business. 2. fulfill its obligations 3. adequate disclosures 4. Endeavour to ensure that copies of the prospectus is made available to the investors at the time of issue or the offer. 5. avoid conflict of interest 6. ensure that good corporate policies and corporate governance are in place.

GUIDELINES ON ADVERTISEMENT: 1. An issue advertisement shall be truthful, fair and clear and shall not contain any statement which is untrue or misleading. 2. Any advertisement reproducing or purporting to reproduce any information contained in a offer document shall reproduce such information in full and disclose all relevant facts and not be restricted to select extracts relating to that item.

GUIDELINES FOR ISSUE OF DEBT INSTRUMENTS:1. Requirement of credit rating 2. Requirement in respect of Debenture Trustee 3. Creation of Debenture Redemption Reserve 4. Distribution of Dividends 5. Redemption 6. (Disclosure and) Creation of Charge

GUIDELINES ON INITIAL PUBLIC OFFERS THROUGH THE STOCK EXCHANGE:1.Comply guideline on public issue 2.Agreement with the Stock exchange. 3.Appointment of Brokers.