Corporate Finance & Securities Regulations (SEBI)

The Securities and Exchange Board of India (SEBI) regulates and oversees India’s capital markets, ensuring fairness, transparency, and protection for investors. This course explores SEBI regulations governing corporate finance, including IPO regulations, insider trading laws, market manipulation, and disclosure requirements for listed companies. Participants will learn the intricacies of corporate finance from a legal perspective and the role of SEBI in fostering a compliant, transparent, and efficient capital market.

• To introduce participants to corporate finance and securities regulations in India.
• To provide an in-depth understanding of SEBI’s role in regulating capital markets, corporate finance activities, and investor protection.
• To explain key aspects of capital market laws, including public offerings, insider trading, and disclosure requirements.
• To equip participants with practical insights on how to ensure compliance with SEBI regulations in corporate finance transactions.

• Understand the role of SEBI in overseeing and regulating corporate finance and securities markets.
• Learn about the legal framework for securities offerings, disclosures, and investor protection.
• Explore regulations related to insider trading, market manipulation, and corporate governance.
• Gain insights into the listing process, public offerings, and capital market transactions under SEBI’s oversight.
• Discuss the impact of non-compliance and penalties related to securities violations.

Module 1: Introduction to Corporate Finance & Securities Regulations

• Overview of corporate finance and its importance in business operations.
• Role of SEBI in regulating securities markets and ensuring investor protection.
• SEBI’s mandate: Regulating and promoting a fair and transparent capital market.
• Key principles of corporate finance: Capital raising, investment management, and financial structuring.

Module 2: SEBI’s Regulatory Framework

• The Securities and Exchange Board of India (SEBI) Act, 1992: Purpose, powers, and functions.
• Overview of SEBI guidelines on public offerings, corporate governance, and disclosure standards.
• SEBI regulations on insider trading, market manipulation, and financial disclosure for listed companies.
• SEBI’s role in protecting investors: Fraud prevention, investor education, and complaints resolution.

Module 3: Public Offerings & Capital Market Transactions

• Understanding Initial Public Offerings (IPOs): Legal process, listing requirements, and disclosures.
• Follow-on Public Offerings (FPOs), Rights Issues, and Private Placements under SEBI regulations.
• The role of merchant bankers, underwriters, and regulatory approvals in the offering process.
• SEBI guidelines on fair pricing, disclosure of financials, and transparency during the offering process.

Module 4: Insider Trading and Market Manipulation

• Insider trading laws: Understanding the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.
• Definition of insider trading, penalties, and reporting obligations for insiders.
• Preventing market manipulation: SEBI’s role in detecting and penalizing manipulative trading practices.
• Real-life cases of insider trading violations and market manipulation.

Module 5: Corporate Governance and Disclosure Requirements

• Corporate governance under SEBI’s Listing Obligations and Disclosure Requirements (LODR) regulations.
• Key principles of corporate governance: Board independence, audit committee, and shareholder rights.
• Mandatory disclosure requirements for listed companies: Financials, related party transactions, and corporate actions.
• Non-compliance penalties for failure to disclose and misleading statements.

Module 6: Investor Protection & Enforcement Mechanisms

• SEBI’s role in investor protection, education, and promoting transparency in financial markets.
• The function of Investor Protection Fund (IPF) and investor grievances redressal.
• SEBI’s enforcement mechanisms: Investigation, adjudication, and penalties for violations.
• Role of courts: SEBI’s jurisdiction in handling disputes, penalties, and sanctions.

Module 7: Case Studies & Real-World Applications

• Case studies on successful IPOs and capital market transactions under SEBI’s supervision.
• Analysis of corporate governance failures and insider trading scandals.
• Review of legal actions taken by SEBI against market manipulators and non-compliant companies.
• Lessons learned from SEBI’s enforcement actions in protecting investors and maintaining market integrity.

• Corporate finance professionals, CFOs, and investment managers.
• Legal professionals specializing in corporate law and securities regulations.
• SEBI compliance officers, auditors, and corporate governance specialists.
• Business owners, CEOs, and entrepreneurs involved in fundraising, public offerings, or capital markets.
• Law students and academics interested in securities law and corporate finance.