Access to funds from international capital markets can give you a huge edge in your business, in terms of volume of funds mobilized and lower cost of funds. When Amazon was expanding in US and was in need of funds for expansion, it raised money in Europe to finance its expansion.
Many Indian companies are listed on NASDAQ, Luxembourg Stock Exchange and Singapore, but the knowledge of how to go about this is very scarce. This course is designed to train you on the issues that you will deal with if you want to raise finance from offshore public markets, by issuing depository receipts, debt securities or equity.
Introduction to depository receipts
Why access capital from foreign markets?
Would foreigners be interested in investing in Indian public issues?
How can Indian companies list offshore?
Central Government Depository Receipts Scheme, 2014
Which securities can they offer through ADR and GDR Route?
How to directly list equity offshore?
Advanced issues around depository receipts
Entities involved in an international listing transaction and their roles: Issuer, Depository Bank, Custodian, Depository Receipt Holders, Stock exchange, Securities regulator
Key clauses in a deposit agreement with a bank
Sponsored and Unsponsored issuances
Do foreign shareholders have voting rights?
Do depository receipt constitute public shareholding for meeting of listing requirements?
Can companies be simultaneously listed on multiple indices?
How does dividend payout work in case of offshore listing?
Applicability of foreign laws to offshore listings
Compliance requirements and disclosures
Filings before Securities Exchange Commission (SEC)
Tax issues around offshore listing
Rupee-denominated bonds (‘Masala Bonds’): Strategic advantages and issuance process
Foreign Currency Convertible Bonds (‘FCCBs’): Issuance, benefits and restructuring
FCCB issuance process and Offering Circular Components
Key Terms and Conditions of a FCCB issuance (from an Offering Circular)
How to restructure your FCCB if there is a global crisis
Applicability of filing a prospectus in respect of FCCB issuance
Overview of requirements for listing on:
- NASDAQ & New York Stock Exchange NYSE (NYSE)
- London Stock Exchange (LSE)
- Luxembourg Stock Exchange (Euro MFT Segment)
Case studies and examples
Structure of Fortis Healthcare and Religare Health Trust
ADRs of Baidu
Suzlon FCCB issuance and restructuring
Delisting of Eastern India Hotels (Oberoi Group) GDRs and SREI group
Contractual Terms of GDR issuance
Contractual Terms of FCCB issuance
Offering Circular for GDR issuance
Information Memorandum for FCCB Issuance
Deposit Agreement between Issuer and Depository Bank
Delisting Notice to Stock Exchange and Depository Holders