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ICDR UNDERWRITING

Sir underwriting minimum subscription tak hoti hai that is 90% but jo book building issue hai toh QIB ko jo 75% milta hai uski underwriting nhi hoti hai toh book building mai 90% ki underwriting kese complete hoti hai?

Numericals

Helo sir... Sir I need to ask that the vedio uploaded for numericals of funding on YouTube is sufficient or we need to watch any extra vedios for the same.

D&o policy

Sir to kaya ab se top 1000 company ko D&O policy bana ni hogi ?

Icdr

ICDR me specified securities ka meaning same as LODR jaisa hai kya? ( equity / convertiable sec.)

Reverse merger

Hello sir Want to know the explanation of reverse merger And in the example of ICICI i want to know who acquired whom And why it is called as a reverse merger

LODR regulation 17(1A)

sir in this provision said person can not be appointed as non executive director who attained the age of 75 so this limit og age is applicable to executive director or not

How to write answers

Sir... In corporate funding subject is it necessary to write the same language as of book language. Sir if u could provide the lecture number with chapter...

Regulation 6 of LODR

sir compliance officer ko coordinate krna hota hai board k sath, stock exchange k sath aur depository k sath. sir yahan pe board ka mtlb board of directors hai ya sebi hai

Cash credit account

Sir I’m not able to differentiate between open cash credit and key cash credit. Are they related in some sense?

Sweat equity

Sir please clarify me , whether company can issue sweat equity shares to its independent director ?? independent director is we can say a part time non- executive director then whether he will be counted in defenition of director and employee for sweat equity shares??

REGARDING CHAPTER WISE VIEWING OF VIDEO LECTURES

Hello Sir I am a Google Drive student of Funding and Listing Batch (Edition 3) . I have my attempt in Dec 2022.In total there are 72 lectures in Google Drive link so if i want to first watch lectures of LODR then from which lecture number will that be starting ? If its Possible kindly provide me the List of Lecture Number for LODR as i want to cover that portion first. Awaiting your response. Thank You Jayati Khakhar

Chapter 8 non fund based credit facility

Sir letter of credit nd letter of guarantee are same or not?

ICDR regulations

In funding chapter 1 In case of book building issue lead manager becomes underwriter. Then in fixed price issue it is said to appoint underwriter through sebi regulations. Can lead manager become underwriter in fixed price issue also?

Promoter contribution

Sir we have read in regulations that pc must be 20% of post issue capital , let's assume a situation ,in which a promoter is holding that much proportion of pre issue capital which later on after new issue of share remains greater than 20% of post issue capital , will he still need to contribute in such new issue of capital .

REIT & INV TRUST

Sir should I watch lecture of edition 3 for topic REIT AND INF TRUST or I should proceed for remaining chapters...my Q arises because you have provided this lectures in Google drive.... Otherwise I have seen your video recently in YouTube

Final price or price band

Sir please clarify me ...here said k issuer announce the final price at least 2 working days b4 opening of issue and above said k when prospectus filed wiled with Roc contain only one price.... And further its prov k after 3 days from filing the prospectus with ROC issue can be open....contradiction of 2 and 3 days is there??

Share based employee benefit & sweat equity regulations

Sir trust ko exceptional cases mein hi shares ko sell krna allowed hai, usme jo 1st point hai ki employee k tax obligations ko meet krne k liye trust respective shares ko sell kr skta hai, toh sir tax obligations kese arise honge ye smjh nhi aaya

LODR- nomination and remuneration committee

Sir in nomination and remuneration committee amendment come and substitute 1/3 independent director to 2/3 independent .and sir in case of outstanding SR equity share the limit is still 2/3 Is it correct

LODR Regulation 17(1B)

Sir in the amendment class you have told about the omission of the provision of separation of role of chairperson and MD/CEO. Does it mean that now top 500 Listed entities can have a chairperson who is even an executive director or is MD/CEO or related to MD/CEO

LODR is to be studied from edition 2 or edition 3 book?

Hello sir, I have studied corporate funding and listing from edition 2 book and in the edition 3 book chapter-13 (LODR) there are so many topics which have been excluded and some are included.....so what should I do now? Which one is applicable edition 2 content or edition 3 content?

SME exchange

According to the provisions only a company with Post Issue Paid up Cap. (PIPC) less than 10cr may be listed on SME exchange, and a co. May 'continue' to be listed if it exceeds 10cr - 25Cr, hence the question being can a company having PIPC of rs 22cr for example be listed on a SME exchange?

Alternative Investment fund

Good afternoon sir, Sir my question is in category 1 AIF sub category (venture capital fund) the 1/3 rd investment has to be collectively done or can be invested in any of the following : IPO of VCU, debt, Spv.??

Deposits and loans

Sir please tell me the difference between inter corporate loans and inter corporate deposits , in both one company borrow fund from lending company , then what is diff in both other than sections which are 186 and 73 to 76.

SBEB regulations 2021

Sir, I have a doubt that whether SEBI (Share Based Employee Benefits and Sweat Equity)regulations 2021 applicable for dec 2022 exams for cs professional new syllabus?

ICDR-Right issue

Sir, if there is reservation for employees to give right issue to them, Is the purpose of right issue is defeated or contrary to law becoz right issue given to only existing shareholder and hereby we are reserving rights for employees and giving share?

Lock-in of Specified Securities

Is the lock-in amendment (18 months instead of 3 years and 6 months instead of 1 year) applicable to lock-in of specified securities as well?

Hypothecation

Hello sir, Actually I'm confused between hypothecation and pledge. Is the two same ? If no, then what is the difference?

Cash Credit on page number 8.2

When a term loan is disbursed,cash credit facility is sanctioned or a Bill is purchased or discounted cash flow takes place.

Locking period

Sir aapne kaha tha ki . company remaining share ki price call within 1 year mein karna hota hey . but koi company to at time winding up ke liye bhi reserve karti hey na.To wo to 1 year se jayada ho jaye ga

Funding & IBC

Sir, i purchased recorded lecture of group 3 for june 22 but m appearing in Dec'22. I have edition 2 books so for funding & ibc what all amendments do i need to do i.e Dec 21, june 22 & Dec 22 amendments ?? or only june 22 & Dec 22 amendments?? In edition 2 book have already incorporated Dec 21 amendments??

ICDR regulation

We have to allocate 5% of QIP portion to Mutual Fund as per regulation 32 and 129 Whereas according to regulation 179 we have to allocate 10% to Mutual Fund of QIP portion I m confused in both. Kindly enlighten!

General condition for making IPO point (f)

General corporate purpose shall not exceed 25% of the amount being raised by the issuer In this 25% kiska lena h ?? IPO me jo amount raised kiya uska ya total project cost jiske liye IPO kiya gya h ??

Eligible people to issue Commercial paper

Sir PDs : Primary Dealers kaun hote hai ?

ICDR-offer for sale

In offer for sale, who does the compliance work either the selling holder or company?

Preferential issue( lock in of securities)

Sir please explain regulation 167(1). I am confused because it is written 20% of total capital cannot be locked in for 18m. For eg promoter ne pref issue me share liye but uski total capital mai already 20% share locked in hai. Toh usne jo pref issue mai share liye usme 20% pe bhi 6m ka lock in aaega

International listing

Hello sir, taken your recorded batch version 3 of funding i have a doubt i m currently learning international listing chapter…. The concept of how to get listed on sgx main board should i learn it full from the book as given as the points are too vast?… for eg point 4 5 and 7 and the handwritten notes points are to small so how much exactly i should learn for the same

Funding and mcs

Funding = Sir minimum 90% should be subscribed in IPO but noi not in case of offer for sale. But if we are making IPO + OFS then 90% should be of only IPO PART. Is it correct? MCS = Sir, NCLT has exclusive power in company law matters then how in many case laws of mcs writ petition is filed before high court. And then why high court doesn't transfer such cases to nclt?

Regarding recent amendment by icsi in chapter 5

Hello Sir, very good morning. I seek your assistance regarding recent amendment in corporate funding which was given by our institute in Chapter 5 pertaining to SEBI ( SBEB and sweat Equity) regulation 2021. As you said after waiting till October 10, we will actually finalize what to do.

ICDR, Reg. 103- eligibility requirement for FPO

Sir, my doubt is if there is no name change (condition 1) then that means yes issuer can do FPO ??? Becoz the only condition is if there is name change then co. Shall earn atleast 50% revenue from the activity suggested by new name. (Attached an image of provision) I mean sir ki 1st condition is if change of name then.... & alternative eligibility requirement says- if co. Does not satisfies the criteria of 50% in case of name change then there is an alternative to it that if FPO is through book building....... But other than this 1st condition there is no other condition for FPO & agar co. Ne name change nhi kia hua toh bs koi condition nhi hai or seedha FPO kr skti hai ??? Am i correct sir ??

Chapter ICDR

Hello sir . Sir ek doubt hai please please please aap clear krrr do yh jo 26 weeks hai abh yh 90 trading days ho gya hai na because apne ICDR mai toh 90 trading days pdaya tha but apne pratical sessions wale lecture mai yh 26 weeks pdayaa toh yhh confusion create krrr rha hai . Please clarify this .

promoters contribution in FPO

as per SEBI LODR Regulation, minimum promoters contribution shall be either 20% of proposed issue capital or 20% of post issue capital. For eg, company made an IPO of 1000cr in 2010 in which the promoter held 250cr. In 2015 promoter sold shares worth 100cr since the lock in period is over.Now in 2021, company is coming up with an FPO of 500cr. Will the condition of minimum promoters contribution be fulfilled, if promoter contributes only 100cr i.e 20% of proposed issue since his total contribution i.e 250cr will be less than 20% of post issue capital

ICDR

Hi Sir preferential issue pricing ( frequently traded) 26 w k jagh 90 days hua hai na Actually apke quick revision me dekha But edition 3 me 26 w hi hai. Mere pass apke 2.2 version k notes hai Usike lecture liye the last attempt me

Listing of shares

Sir if a private company wants to get listed it will come up with ipo and get shares listed But in case of unlisted public company, will the company directly come with fpo for listing? Or it can list its already issued shares to public?

Numerical question

Hello sir, can you please help me with solution of this numerical.

Price and Price Band Pt. 5

If the company chooses to disclose their price band in the Newspaper, then the financial ratios for the upper & the lower band will be disclosed in the Newspaper itself as the the RHP is already filed?

Share based Employee Benefits

Seperate resolution passed Under that 4 conditions is it an ordinary resolution or a Special resolution

ECB limit

I had found something on Google, wanted to know whether the limits were changed in ECB or the same in the lecture.

pricing of frequently traded shares in preferential issue

the provisions include determining the price of shares on the basis of 90 trading days, but as above mentioned it is pricing of frequently traded shares[ which by definition are defined as those that traded for "240 trading" on any recognised stock exchange amounting to at least 10% of total shares]. If equity shares of issuer are listed for a period of 90 trading days- 239 trading days , how can it be determined as frequently traded shares?

Regarding lectures reference

Hello sir, i am your cs professional pendrive class student My query : sir, i purchased the classes(all subjects module 3 ) on January 2021, can i refer these classes again for December 2022 also by following the amendments provided by you on your youtube channel.

Inter corporate borrowing

I want to know that intercorporate loan limits is applicable only on security and guarantee and not on loan Or The co. Can give , loan, security and guarantee upto 60% of pusc + sp + free reserves Or 100% sp + fr W.i.h

ILDS REGULATION 2008

Sir what is meaning of roll-over of debt securities?

Alternative Eligibility & Allotment

If any issuer co. is intending to list its securities on the St. Exchange through the Alternative Eligibility Requirements i.e. (Mandatorily through Book Building Process & at least 75% to QIBs). Supposing that the co. has successfully alloted 75% to QIBs and rest of the 15% to NIIs and 10% to RIIs but if the total number of allottees do no reach 1,000 in number then will the issue be successful?

Sebi ( share based employees benefits) regulation

Sir I am not able to find your notes for this regulation not even on important drive link . It will be easy to watch your lecture if I have it in hard copy

CHP 1

Sir when we file draft offer doc with sebi then sebi have to give her observation within 30 days ,so I want to know that the period of 21 days within which the public have to give their comments is included in the above 30 days or not?

LODR Regulation 20

Chairperson of Stakeholders committee can be a Non executive director + independent director? Or Non Executive director

Refund in case of minimum subscription

Hi sir Sir in icdr amendment there's written in case min subscription is not received all monies to be refunded within 4 days so does this apply to non convertible red pref sh chapter also?

Chapter 10 other borrowing tools

I have a doubt in section 186 of companies act and it is that if a company gives loan or provides security or guarantee in respect of such loan exceeding 60% of paid up share capital , free reserves and securities premium account or 100 % of free reserves and securities premium account , so in a financial year if it exceeds the limits as stated above so special resolution which the company passes will be valid for for such particular transcation or such resolution will be valid for only for such financial year and another special resolution is required to be passed for giving loan or providing security or guarantee in respect of such loan which exceeds the limit?

Chapter 1

Sir, reservation m ek point h ie Reservation for shareholders shall not exceed 10% of issue size, toh sir in case of ipo issuer k toh koi shareholders nhi honge toh in this case woh konse shareholders ki baat kar rahe hai

Masala bond

why will foreign investors buy masala bonds when they have to bear currency risk?

Chapter 12 and chapter 2 & 3

Sir, even if there is private placement of securitized debt instruments and REIT units and INVIT units, listing is mandatory. If after listing they will be anyways available to public trading then what is purpose of making private placement?

AIF Regulations

Sir in regulation 16 in social venture funds there is shown on sebi site in aif regulations amount of grant limit not less than 10 lakh but you told in lecture 25 lakh which is valid for dec 2022 exams?

Listing with stock exchange

Sir sme listed company ko corporate governance report dena hota h kya quarterly basis par

Ecb

Good afternoon sir, I am akanksha I have a query that If a company purchases its raw material from its foreign holding company but does not pay back. Can it convert it into loan and issue shares rather than paying them in terms of money. Will fema allow such transactions As you taught us that ECB can be converted into equity but this is not ECB.

REIT

The units offered to the public in initial offer shall not be less than 25% of the number units of the REIT on post-issue basis - can offer less than 25 subject to certain conditions. Post issue basis matlab nahi samajh aaya sir

Safety Net arrangement

Please explain: What is Safety Net arrangement

AIF regulation

Sir please confirm minimum corpus limit for AIF , it's 20 crores or 25 crores?

Reservation on competitive basis

under regulation 33 can an issuer make reservations for persons other than employee and shareholders or is the reservation restricted only for employee and shareholders? if the answer to this is yes kindly explain how has it been inferred.

Preferential issue

Sir why there is a lock in requirement in case of a pre preferential issue I mean what would be the logic for such lock in

Edition 2 student

Sir, jo aapke edition 2 funding and ibc students hai wo ab kaise kare preparation for December 22 because edition 3 mein additional cheeze karaayi hai aapne like additional topics ke notes mein kuch chapters mein additional cheezein, practice questions. Maine bs aapke lectures mein jo karaya whi padha hai and have done all the amendments till now because of ongoing training. Kindly guide.

Promoter contribution

Sir, Minimum promoter contribution should be 20% of post issue capital .. So this contribution can exceed issue size ?? Eg:- existing capital of a company is 1000 cr. Company raising 150 cr post issuse capital stands to be 1150 cr... 20%of 1150 =230cr which is exceeding the issue size i.e 150 cr. ??

Right issue

sir in class mai aapne right issue ka minimum period 15 days likhwaya hai but abhi suzlon energy ka right issue aaya wo 10 days ke liye open hoga or mene icdr mai check kiya to usme bhi 10 days hai

Appointment of RTA

While appointment of registered RTA under LODR If the shares of company is in demat form then while determining 1 lakh securities holder who will be counted depository only as 1 holder or all shareholder in the register of depository

Eligibility conditions of an IPO

sir in the entities not eligible to make an initial public offer there is second point if any of the promoter or director of the Issuer is a promoter or director of any other company which is debarred from assessing the capital market by SEBI so sir my question is that is directors included all class of directors even independent directors???

Conditions in QIP

sir QIP mai 1 year ki listing hona chaiye phir Ipo mai book building se 75% QIB ko keese allot karte hai Ipo ke phele to shares listed hi nahi hote hai

Debt funding- Fund based

Sir what is the main point of difference between Factoring, Forfaiting and normal disconting of bills?

Edition 2.2. Doubt for dec 2022

I have purchased the lectures of 2.2 edition and I'll be appearing in dec 2022 .So my query is what extra I have to study for dec 2022 exam in Funding & listing and Insolvency and bankruptcy code

foreign funding

when adr or gdr issues ,company issues new shares like fpo or just existing capital is necessary for underlying shares

AIF

Under the SEBI AIF Regulations, an AIF shall have not more than 1000 investors and AIF makes the allotment only by way of Private Placement So, if the AIF is incorporated as a company, A company make private placement to a maximum of 200 investors in a year. So, if the AIF (being a co.) intends to make an allotment to more than 200 investors in a year Can the AIF do so?

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