The Securities Exchange Board of India today announced a list of reforms aimed at boosting primary market, the mutual fund industry and retail participation in the market. Of all the items on the agenda, the market regulator approved most except for the issue of a safety net for retail participants in an IPO.
Chairman UK Sinha today said that this concept required more consultation, and has therefore invited the public to voice their views on the idea of a safety net. Under a safety net mechanism, certain portion of the investment made by retail shareholders could be guaranteed for a fixed period against market volatility. This concept was introduced to encourage more retail participation on initial public offers, especially at a time when investment sentiment is low in the country. According to Prithivi Haldea, chairman and managing director of Prime Database, the concept of a safety net is good, but only if it is for small allottees. “It is a good move if it is very well structured and it is limited only to very small investors and original allottees, and the loss is significant, maybe 15-20% to the offer price as compared to the index” he said in an interview to CNBC-TV18. It has been noted that recent IPOs have seen a sharp drop in price on listing day, a factor which has caused retail participants to hesitate before applying for an IPO. Haldea says a safety net is a good choice, especially when there is a fall beyond the market. He goes on to say that SEBI should have also considered hiking the retail allocation for IPOs, especially for public sector unit issues where retail interest is high. Also Read: Sebi measures will ensure investor-friendliness, say experts Below is an edited transcript of his interview with Shereen Bhan. Q: After the process of public consultation is over, do you believe that there should actually be a security or a safety net? A: Yes, if it is very well structured and it is limited only to very small investors and original allottees, and the loss is significant, maybe 15-20% to the offer price as compared to the index. It could be even indexed to the market. Therefore, incase there is a fall which is beyond the market then I think it is a good move to cover the small investors. Q: Do you believe that there is merit in the argument of having two classes of investors or three, which is what SEBI has now decided on? A: There are two sides to this. If you have a 15% category, it basically allows high net worth individuals (HNIs) and Indian corporates to participate in an IPO. They don’t have to be clubbed along with qualified institutional buyers (QIBs) and get shorted out because of propionate allotment. But there is the question of why create multiple categories at all. The more categories you have the more complications you have, the more manipulations you can have. There is also a lot of debate which has been going on as to why there should be a 35% reservation for retail. It should be one single issue and let every allotment be done on propionate basis. The logic is that in case we want retail investing population to grow, and if you want some allotments to them, then you have to create a reservation for them so that they compete only within themselves and they don’t compete against the big guys. It’s a view that needs to be taken. So I think both have merits and both have de-merits. I would be happier in case retail allocation is increased, especially for public sector unit issues because retail would show a lot of interest in PSUs and that’s a good way of distributing national wealth to public at large. Q: Speaking of aligning ourselves to global practices as far as the disclosures standards are concerned, aligning ourselves to what the SEC does, again a step in the right direction? A: I think that is a fantastic move. What is happening is that we have been concentrating too much at the IPO stage where disclosures become actually much greater than what is even required. But when the company gets listed, and when 100 times of the IPO size gets traded on a daily basis, the disclosures remain only in terms of four or five forms, which is share holding pattern, results on a quarterly basis and it leaves the material development through the discretion of the company. So I think there is a greater need now to enforce a much better regime for continuing disclosures. Once the company gets listed, then there has to be a very structured format for it to disclose all material things as are required in the prospectus so that investors are more aware about the companies which are listed and I think that’s a very good move. _PAGEBREAK_ Q: Most of the proposals on the SEBI agenda were cleared, including e-IPO and several things to make the process a lot easier? Haldea: I am very happy because one of the things which has been lacking in our market has been the depth of the distribution. Most of the IPOs are sold through syndicates which are appointed for each issue. Investors in many places are not able to participate in IPOs because there is no syndicate member next door. The whole idea of e-IPOs is to allow every single terminal of NSE and BSE, and at some point MCX, to accept applications. This certainly increases your reach and distribution base. There are no IPOs currently happening, but these reforms are not for today, they are for tomorrow. When large IPOs come this will be a boon in terms of reaching out to everybody in the country. Q: SEBI has provided two new avenues as far as the minimum shareholding of 25% is concerned. Rights and bonus issues will now be included. Also, SEBI said that it will take a call on a case by case basis, if indeed there is some difficulty by which a management or a promoter is not actually able to meet that 25% norm. What do you make of that? Haldea: SEBI has been promising this 25% for last 10 years, but no substantive action was taken except in the last one year. Initially there were two instruments which were introduced, one was offer for sale and other was IPP, but those were subsequently modified because there were some technical problems. So SEBI has been proactive in terms of allowing instruments and processes which would be market friendly, investor friendly, issuer friendly. This whole idea of now allowing rights issues as well as bonus issues to be used for the purpose of dilution is recognition of realities of life and allowing issuers all possible options. Issuers should not do not stand up tomorrow and say there was only FPO route available and they could not do an FPO because of the difficulties. Now promoters have atleast six-seven different options of dilution and he should therefore have no excuse. SEBI seems to be very serious about ensuring that June 2013 guideline is definitely met, even by the PSUs. So this is a very good move which is also issuer friendly and also gives good news for the market because IPOs have not been happening. So now atleast we will have a lot of offerings or dilutions coming in from listed stocks.Discover the latest Business News, Sensex, and Nifty updates. Obtain Personal Finance insights, tax queries, and expert opinions on Moneycontrol or download the Moneycontrol App to stay updated!