India Plans New Rules for Companies Pawning Shares to Borrow after uneven disclosures resulted in some small companies plunging 80 percent last month.

India Plans New Rules for Companies Pawning Shares to Borrow

By Pradipta Mukherjee and Santanu Chakraborty  Mar 26, 2013

India’s capital market regulator will frame stricter rules for companies and owners pledging shares as collateral to borrow funds after uneven disclosures resulted in some small companies plunging 80 percent last month. The Securities & Exchange Board of India is also planning to overhaul regulations for insider trading, as well as share repurchases, Chairman U.K. Sinha said in Kolkata today. The regulator set up a panel on March 5 to review insider trading rules. Indian companies had pledged as much as 1.5 trillion rupees ($28 billion) of shares to lenders as of Dec. 31, Morgan Stanley said in a report on Feb. 21.

“People have come out with creative solutions with some instruments through which they are pledging shares and they are not informing the stock exchange,” Chairman U.K. Sinha said today in Kolkata, without elaborating. “Very soon we will take measures to ensure that all kinds of encumbrances are reported well in time so the market knows about it.”

Sinha is reviewing regulations to raise corporate governance standards in the $1.2 trillion market. A dozen companies on the S&P BSE500 index plunged last month amid speculation the shares pledged by company’s founders in return for loans have been sold. Core Education & Technologies Ltd. (CETL) crashed 80 percent, Gravita India Ltd. (GRAV) 38 percent and ABG Shipyard Ltd. (ABGS) 17 percent in the period. Founders who have pledged a large chunk of their shares risk losing control of their companies should a drop in equity prices erode the value of the collateral, according to CNI Research Ltd. (CNIR) Borrowing costs in the $1.8 trillion economy are among the highest in Asia.

Japanese Rules

Sebi’s move comes on the back of efforts by regulators worldwide to curb insider trading. Japan’s financial regulator is proposing imprisonment as part of stiffer penalties for people who leak information used for insider trading, documents obtained from the Financial Services Agency showed last week.

In October, Rajat Gupta, the former Goldman Sachs Group Inc. director and McKinsey & Co. managing director who rose to the pinnacle ofWall Street, was sentenced to two years in prison for passing inside tips to his business partner.

“Our current regulation on insider trading is very old,” Sinha said. “So in order to reconcile our insider trading regulations with the rest of the world, we are coming out with these guidelines.”

Buyback regulations are also being revamped to safeguard the interests of ordinary shareholders, Sinha said.

“We got the impression that some companies were using the buyback regulations not to reward the shareholders but to manipulate the share price,” he said.

To contact the reporters on this story: Pradipta Mukherjee in Kolkata at; Santanu Chakraborty in Mumbai

About bambooinnovator
Kee Koon Boon (“KB”) is the co-founder and director of HERO Investment Management which provides specialized fund management and investment advisory services to the ARCHEA Asia HERO Innovators Fund (, the only Asian SMID-cap tech-focused fund in the industry. KB is an internationally featured investor rooted in the principles of value investing for over a decade as a fund manager and analyst in the Asian capital markets who started his career at a boutique hedge fund in Singapore where he was with the firm since 2002 and was also part of the core investment committee in significantly outperforming the index in the 10-year-plus-old flagship Asian fund. He was also the portfolio manager for Asia-Pacific equities at Korea’s largest mutual fund company. Prior to setting up the H.E.R.O. Innovators Fund, KB was the Chief Investment Officer & CEO of a Singapore Registered Fund Management Company (RFMC) where he is responsible for listed Asian equity investments. KB had taught accounting at the Singapore Management University (SMU) as a faculty member and also pioneered the 15-week course on Accounting Fraud in Asia as an official module at SMU. KB remains grateful and honored to be invited by Singapore’s financial regulator Monetary Authority of Singapore (MAS) to present to their top management team about implementing a world’s first fact-based forward-looking fraud detection framework to bring about benefits for the capital markets in Singapore and for the public and investment community. KB also served the community in sharing his insights in writing articles about value investing and corporate governance in the media that include Business Times, Straits Times, Jakarta Post, Manual of Ideas, Investopedia, TedXWallStreet. He had also presented in top investment, banking and finance conferences in America, Italy, Sydney, Cape Town, HK, China. He has trained CEOs, entrepreneurs, CFOs, management executives in business strategy & business model innovation in Singapore, HK and China.

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