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History And Meaning Of Depository Receipts Money Essay

A DR is a kind of negotiable (transferable) financial security bought and sold on an area stock market but represents a security, usually in the form of equity, issued with a foreign, publicly-listed company. The DR, which really is a physical license, allows investors to carry shares in equity of other countries. Among the most frequent types of DRs is the American depository receipt (ADR), which includes been offering companies, traders and professionals global investment opportunities because the 1920s.

Since then, DRs have pass on to other parts of the world in the form of global depository receipts (GDRs). The other most frequent kind of DRs are Western european DRs and International DRs. ADRs are typically traded over a US national stock market, such as the New York Stock Exchange (NYSE) or the American Stock Exchange, while GDRs are commonly listed on Western stock exchanges such as the London STOCK MARKET. Both ADRs and GDRs are usually denominated in US dollars, but can also be denominated in Euros.

History of Depository Reciepts

American Depositary Receipts have been introduced to the financial market segments as soon as Apr 29, 1927, when the investment bank or investment company J. P. Morgan launched the first-ever ADR program for the UK's Selfridges Provincial Stores Small (now known as Selfridges plc. ), a famous English retailer.

Its creation was a reply to a legislations exceeded in Britain, which prohibited British companies from registering shares overseas with out a British-based copy agent, and so UK shares were not allowed literally to leave the united kingdom. 2

The ADR was stated on the brand new York Curb Exchange (predecessor to the American Stock Exchange. )

The rules of ADR altered its form in 1955, when the U. S. Securities and Exchange Fee (SEC) founded the From S-12, essential to sign-up all depositary receipt programs. The Form S-12 was replaced by Form F-6 later, however the principles continued to be the same till today.

Crucial novelties brought the new regulatory platform introduced by the SEC in 1985, which led to emergence of range of DR musical instruments, as we know it nowadays. Then your three different ADR programs were created, the particular level I, II and III ADRs. This change was one of the impulses for revival of activity on the otherwise stagnant ADR market.

In Apr 1990, a fresh instrument, known as Guideline 144A was adopted, which gave surge to private location depositary receipts, that have been available and then qualified institutional purchasers (QIBs). This type of DR programs gained its attractiveness quickly and it is very frequently hired today.

The ADRs were formerly constructed entirely for the needs of American shareholders, who wanted to commit easily in non-US companies. After they had become popular in the United States, they extended gradually to other areas of the world (by means of GDR, EDR or IDR). The greatest development of DRs has been noted since 1989.

In December 1990, Citibank unveiled the first Global Depositary Receipt. Samsung Organization, a Korean trading company, wished to raise collateral capital in america through a private positioning, but also got a strong European investor base it wanted to use in the offering. The GDRs allowed Samsung to raise capital in america and European countries through one security granted simultaneously into both marketplaces.

In 1993, Swedish LM Ericsson elevated capital via a rights offering in which ADDs were offered to both holders of regular shares and DR holders. The Ericsson ADDs represented subordinated debentures that are convertible into ordinary stocks or DRs. German Daimler Benz AG became the first Western Company to establish a Singapore depositary receipts program (SDRs) in May 1994.

Types of Depositary Receipts

American Depositary Receipts (ADR)

Companies have a choice of four types of Depositary Receipt facilities: unsponsored and three degrees of sponsored Depositary Receipts. Unsponsored Depositary Receipts are issued by one or more depositaries in response to market demand, but without a formal arrangement with the company. Today, unsponsored Depositary Receipts are believed obsolete and, under most circumstances, are no more established due to lack of control over the service and its concealed costs. Sponsored Depositary Receipts are issued by one depositary appointed by the company under a First deposit Arrangement or service deal. Sponsored Depositary Receipts offer control over the service, the versatility to list on the national exchange in the U. S. and the capability to increase capital.

Sponsored Level I Depositary Receipts

A sponsored Level I Depositary Receipt program is the easiest method for companies to access the U. S. and non-U. S. capital market segments. Level I Depositary Receipts are exchanged in the U. S. over-the-counter ("OTC") market and on some exchanges outside the United States. The business does not have to adhere to U. S. Generally Accepted Accounting Concepts ("GAAP") or full Securities and Exchange Payment ("SEC") disclosure. Essentially, a Sponsored Level I Depositary Receipt program allows companies to enjoy the benefits of a publicly exchanged security without changing its current reporting process.

The Sponsored Level I Depositary Receipt market is the most effective growing section of the Depositary Receipt business. In the more than 1, 600 Depositary Receipt programs currently trading, almost all the sponsored programs are Level I facilities. In addition, due to benefits investors get by investing in Depositary Receipts, it isn't unusual for a corporation with an even I program to acquire 5% to 15% of its shareholder foundation in Depositary Receipt form. Many well-known multinational companies established such programs including: Roche Keeping, ANZ Standard bank, South African Brewery, Guinness, Cemex, Jardine Matheson Keeping, Dresdner Loan provider, Mannesmann, RWE, CS Keeping, Shiseido, Nestle, Rolls Royce, and Volkswagen to mention a few. In addition, numerous companies such as RTZ, Elf Aquitaine, Glaxo Wellcome, Western Mining, Hanson, Medeva, Lender of Ireland, Astra, Telebras and Ashanti Yellow metal Fields Company Ltd. started out with a Level I program and have upgraded to a Level II (List) or Level III (Offering) program.

Sponsored Level II And III Depositary Receipts

Companies that desire to either list their securities by using an exchange in the U. S. or increase capital use sponsored Level II or III Depositary Receipts respectively. These kinds of Depositary Receipts can even be shown on some exchanges beyond your USA. Each level requires different SEC registration and reporting, plus adherence to U. S. GAAP. The companies must also meet the list requirements of the countrywide exchange (NY Stock Exchange, American Stock Exchange) or NASDAQ, whichever it chooses.

Each higher-level of Depositary Receipt program generally increases the visibility and appeal of the Depositary Receipt.

Private Positioning (144A) Depositary Receipt

In addition to the three degrees of sponsored Depositary Receipt programs that operate publicly, a firm can also access the U. S. and other marketplaces beyond your U. S. through a private keeping sponsored Depositary Receipts. Through the private keeping Depositary Receipts, an organization can boost capital by inserting Depositary Receipts with large institutional traders in the United States, avoiding SEC enrollment and non-U. S. buyers in reliance on Rules S. AN EVEN I program can be established alongside a 144A program.

Global Depositary Receipts (GDR)

GDRs are securities available in a single or more marketplaces beyond your company's home country. (ADR is truly a kind of GDR issued in the US, but because ADRs were developed much earlier than GDRs, they stored their denotation. ) The basic advantage of the GDRs, set alongside the ADRs, is that they allow the issuer to raise capital on two or more markets together, which heightens his shareholder basic. They gained recognition also due to the flexibility of these structure.

GDR represents a number of (or fewer) stocks in a business. The shares are performed by the guardianship of the depositary lender in the house country. A GDR investor retains the same rights as the shareholders of common stocks, but typically without voting protection under the law. Sometimes voting privileges could possibly be the performed by the depositary bank or investment company with respect to the GDR holders.

Mechanism - DR Trade

A Depositary Receipt is a negotiable security which represents the underlying securities (generally equity shares) of an non-U. S. company. Depositary Receipts facilitate U. S. trader buys of non-U. S. securities and allow non-U. S. companies to obtain their stock trade in the United States by reducing or eliminating arrangement delays, high transaction costs, and other potential inconveniences associated with international securities trading. Depositary Receipts are cared for in the same manner as other U. S. securities for clearance, negotiation, transfer, and possession purposes. Depositary Receipts can also represent debts securities or preferred stock.

The Depositary Receipt is granted by the U. S. depositary loan provider, like the Bank of NY, when the underlying shares are transferred in a local custodian bank, usually by a broker who has purchased the stocks in the wild market.

Once issued, these certificates may be easily traded in the U. S. over-the-counter market or, after conformity with U. S. SEC rules, on a countrywide stock market.

When the Depositary Receipt holder provides, the Depositary Receipt can either be sold to some other U. S. buyer or it could be canceled and the primary stocks can be sold to a non-U. S. trader.

In the second option case, the Depositary Receipt qualification would be surrendered and the stocks held with the neighborhood custodian loan company would be released back into the house market and sold to a broker there.

Additionally, the Depositary Receipt holder would be able to request delivery of the real shares anytime. The Depositary Receipt qualification states the duties of the depositary lender regarding activities such as payment of dividends, voting at shareholder conferences, and handling of privileges offerings.

Depositary Receipts (DRs) in North american or Global form (ADRs and GDRs, respectively) are being used to accomplish cross-border trading and to increase capital in global equity offerings or for mergers and acquisitions to U. S. and non-U. S. shareholders.

Demand For Depositary Receipts

The demand by traders for Depositary Receipts has been growing between 30 to 40 percent annually, motivated in large part by the increasing desire of retail and institutional investors to diversify their portfolios internationally. Many of these investors typically do not, or cannot for various reasons, invest directly beyond the U. S. and, because of this, utilize Depositary Receipts as a means to diversify their portfolios. Many shareholders who do hold the capabilities to get outside the U. S. may favor to utilize Depositary Receipts due to convenience, enhanced liquidity and cost efficiency Depositary Receipts offer as compared to purchasing and safekeeping common shares in the home country. Oftentimes, a Depositary Receipt investment can save an investor up to 10-40 basis tips annually as compared to every one of the costs associated with trading and holding ordinary shares beyond your United States.


Depositary Receipts are released or created when investors decide to choose non-U. S. company and contact their agents to produce a purchase.

Brokers purchase the underlying ordinary shares and demand that the stocks be delivered to the depositary bank's custodian in that country.

The broker who initiated the purchase will convert the U. S. us dollars received from the investor into the corresponding foreign currency and pay the local broker for the stocks purchased.

The shares are delivered to the custodian loan company on the same day, the custodian notifies the depositary bank.

Upon such notification, Depositary Receipts are granted and delivered to the initiating broker, who then delivers the Depositary Receipts evidencing the stocks to the entrepreneur.

Transfer - (Intra-Market Trading)

Once Depositary Receipts are issued, they may be tradable in america and like other U. S. securities, they can be openly sold to other buyers. Depositary Receipts may be sold to succeeding U. S. investors by simply moving them from the existing Depositary Receipt holder (vendor) to another Depositary Receipt holder (buyer); this is known as an intra-market transfer. An intra-market exchange is settled in the same manner as any other U. S. security purchase. Appropriately, the most important role of your depositary bank is that of Stock Transfer Agent and Registrar. Hence, it is critical that the depositary lender maintain sophisticated stock copy systems and operating features.

What are Indian Depository Receipts (IDRs)?

IDRs are transferable securities to be detailed on Indian stock exchanges by means of depository receipts created with a Local Depository in India from the underlying equity shares of the issuing company which is contained outside India.

As per this is given in the firms (Issue of Indian Depository Receipts) Rules, 2004, IDR is an instrument in the form of a Depository Receipt created by the Indian depository in India up against the underlying equity stocks of the issuing company. Within an IDR, overseas companies would issue shares, to an Indian Depository (say National Security Depository Limited - NSDL), which would in turn issue depository receipts to buyers in India. You see, the shares root the IDRs would be placed by an Abroad Custodian, which shall authorise the Indian Depository to issue the IDRs. The IDRs would have following features:

Overseas Custodian: International loan provider having branches in India and requires endorsement from Money Ministry for performing as custodian and Indian depository should be recorded with SEBI.

Approvals for problem of IDRs : IDR concern will require acceptance from SEBI and application can be produced for this purpose 90 days prior to the issue opening particular date.

Listing : These IDRs would be listed on stock exchanges in India and would be openly transferable.

Eligibility conditions for abroad companies to issue IDRs:

Capital: The overseas company going to issue IDRs should have paid up capital and free reserve of atleast $ 100 million.

Sales turnover: It should have an average turnover of $ 500 million during the last three years.

Profits/dividend : Such company also needs to have earned gains in the last 5 years and really should have declared dividend of at least 10% every year during this period.

Debt equity proportion : The pre-issue debts equity percentage of such company shouldn't be more than 2:1.

Extent of concern : The problem throughout a particular year shouldn't exceed 15% of the paid up capital plus free reserves.

Redemption : IDRs would not be redeemable into underlying equity shares before one year from time of issue.

Denomination : IDRs would be denominated in Indian rupees, irrespective of the denomination of root shares.

Benefits : Furthermore to other strategies, IDR can be an additional investment chance for Indian traders for overseas investment.

Taxation issues for Indian Depository Receipts (IDRs)

Standard Chartered Banks's Indian Depository Receipts (IDR) issue may increase concerns relating to taxes treatment, the draft red herring prospectus (DRHP) submitted by the lender with SEBI said. The UK-based bank's draft red herring prospectus was submitted on the SEBI's website in end-March. "The Income Tax Work and other restrictions do not specifically make reference to the taxation of IDRs. IDRs may therefore be taxed differently from ordinary listed shares granted by others in India", the prospectus said. "In particular, income by way of capital gains may be subject to a higher rate of tax".

The introduction of the Direct Duty Code from the next fiscal could also alter duty treatment of Indian Depository Receipts. "The taxes treatment in future could also vary depending on the provisions of the proposed Direct Taxes Code which is currently due to consider effect from Apr 1, 2011, and which is only in draft form at the moment", Standard Chartered PLC has brought up among the possible risk factors.

Economic development and volatility in the securities markets far away may cause the price of the IDRs to decline, the prospectus said. Any fluctuations that occur on the London Stock Exchange or the Hong Kong STOCK MARKET that affect the price of the shares may affect the price and trading of the IDRs outlined on the stock exchanges.

Further, the draft red herring prospectus expresses to what extent IDRs are legal opportunities, if they can be utilized as guarantee for various types of borrowing, and whether there are other restrictions that apply to get or pledge of the Indian Depository Receipts.

How are IDRs different from GDRs and ADRs?

GDRs and ADRs are amongst the most common DRs. Once the depository bank creating the depository receipt is in the US, the devices are known as ADRs. Likewise, other depository receipts, based on the location of the depository loan company creating them, have come into existence, like the GDR, the European Depository Receipts, International Depository Receipts, etc. ADRs are traded on stock exchanges in america, such as Nasdaq and NYSE, while GDRs are traded on the European exchanges, like the London Stock Exchange.

How will the IDRs cost, and will cross-border trading be allowed?

IDRs will be openly listed. However, in the IDR prospectus, the problem price will have to be justified as is done in the case of domestic collateral issues. Each IDR will symbolize a certain variety of shares of the international company. The shares will be shown in the house country. Normally, the DR can be exchanged for the fundamental shares placed by the custodian and sold in the house country and vice-versa. However, regarding IDRs, automatic fungibility i. e. the quality of being with the capacity of exchange or interchange is not allowed.

What will be the advantages of issuing IDRs to companies?

Currently, there are over 2, 000 Depositary Receipt programs for companies from over 70 countries. The establishment of the Depositary Receipt program offers numerous benefits to non-U. S. companies. The principal reasons to establish a Depositary Receipt program can be split into two broad factors: capital and commercial.


Expanded market share through broadened plus more diversified investor coverage with potentially higher liquidity.

Enhanced presence and image for the company's products, services and financial equipment in a software industry outside its home country.

Flexible mechanism for increasing capital and a car or currency for mergers and acquisitions.

Enables employees of U. S. subsidiaries of non-U. S. companies to invest more easily in the mother or father company.

Quotation in U. S. us dollars and repayment of dividends or interest in U. S. dollars.

Diversification without many of the obstacles that shared funds, pension cash and other corporations may have in purchasing and holding securities beyond their local market.

Elimination of global custodian safekeeping charges, probably keeping Depositary Receipt traders up to 10 to 40 basis items annually.

Familiar trade, clearance and arrangement procedures.

Competitive U. S. dollars/foreign exchange rate conversions for dividends and other cash distributions.

Ability to acquire the root securities directly upon cancellation.

Benefit for Investors

They allow global making an investment opportunities without the chance of investing in unfamiliar markets, ensure more information and transparency and increase the breadth and depth of the market. Increasingly, investors try to diversify their portfolios internationally. However, obstacles such as undependable settlements, costly money conversions, unreliable guardianship services, poor information circulation, unfamiliar market routines, confusing tax conventions and interior investment plan may discourage corporations and private buyers from venturing outside their local market.

Why will foreign companies issue IDRs?

Any international company outlined in its home country and fulfilling the eligibility criteria can issue IDRs. Typically, companies with signifi-cant business in India, or an India target, may find the IDR path advantageous. Likewise, the international entities of Indian companies could find it easier to increase money through IDRs for their business requirements abroad.

Besides IDR there are several other ways to improve money from foreign markets

Alternative Available

Foreign Currency Convertible Bonds (FCCBs): FCCBs are bonds released by Indian companies and subscribed to by way of a non-resident in forex. They carry a fixed interest or promotion rate and are convertible into a certain number of ordinary stocks at a preferred price. This collateral part in a FCCB is an attractive feature for buyers. Till conversion, the business has to pay desire for dollars if the change option in not exercised, the redemption is also made in dollars. These bonds are stated and traded in another country. The interest rate is low however the exchange risk is more in FCCBs as interest is payable in foreign currency. Hence, only companies with low arrears collateral ratios and large forex cash flow potential opt for FCCBs.

The system for issue of FCCBs was notified by the government in 1993 to allow companies easier access to foreign capital market segments. Under the program, bonds up to $50 million are cleared automatically, those up to $100 million by the RBI and the ones above that by the money ministry. The bare minimum maturity period for FCCBs is five years but there is no restriction on the time period for switching the FCCBs into shares.

External Commercial Borrowings (ECBs): Indian commercial are permitted to raise finance through ECBs (or simply foreign loans) within the framework of the guidelines and procedures recommended by the federal government for funding infrastructure tasks. ECBs include commercial bank loans; purchasers'/suppliers' credit; borrowing from international collaborators, foreign equity holders; securitized instruments such as Floating Rate Records (FRNs) and Fixed Rate Bonds (FRBs); credit from recognized export credit reporting agencies and commercial borrowings from the private sector windows of multilateral financial institutions including the IFC, ADB and so forth. As the ECB policy provides overall flexibility in borrowings consistent with maintenance of prudential restrictions for total exterior borrowings, its guiding principles are to keep borrowing maturities long, costs low and encourage infrastructure/central and export industries financing, which are crucial for overall progress of the economy

Since 1993, many of the firms have chosen to use the offshore primary market instead of the domestic principal market for boosting resources. The factors that may be related to this behavior are as follows.

(i) The time involved in the entire public issue on the just offshore primary market is shorter and the issue costs are also low as the e book building process is implemented.

(ii) FIIs favor Euro issues as they do not have to register with the SEBI nor do they have to pay any capital profits taxes on GDRs exchanged in the overseas exchanges. Furthermore, arbitrage opportunities are present as GDRs are priced at a discount compared with their home price.

(iii) Indian companies can acquire a large level of funds in forex from international market segments than through local market.

(iv) Projections of the GDP expansion are very strong and consistent which have created a strong hunger for Indian paper in the overseas market.

(v) An international issuance allows the business to get contact with international investors, thereby increasing the visibility of Indian companies in the overseas market.

Money Raising Tools in India

Qualified institutions placement (QIP): A designation of your securities issue given by the SEBI that allows an Indian-listed company to improve capital from its home markets without the need to post any pre-issue filings to advertise regulators, which is long and troublesome affair. SEBI has given guidelines for this relatively new Indian financing avenue on, may 8, 2006. Before the advancement of the trained institutional placement, there was matter from Indian market regulators and regulators that Indian companies were being able to access international financing via issuing securities, such as American depository receipts (ADRs), in outside the house markets. This is seen as an undesirable export of the local equity market, so the QIP guidelines were introduced to encourage Indian companies to raise funds domestically rather than tapping overseas markets.

QIP has emerged as a fresh fund raising investment for listed companies in India. The issue process isn't just simple but can be completed speedily. QIP issue can be offered to a wider set of shareholders including Indian common funds, banks, insurance firms and FIIs. A firm sells its stocks to competent institutional buyers (QIBs) on a discretionary basis with the two-week average price being the floor. In a very QIP, unlike an IPO or PE investment, the window is shorter (four weeks) and money can be lifted quickly. This guideline happened after SEBI transformed the costs formulae. Previously, the costing was based on the higher of the six-month or two-week average show price This ended up being a dampener in a volatile market

However, merchant bankers offered the opinions that the two-week average price often exercised to be greater than the current market price. As a result, many traders were hesitant to take a mark-to-market loss on the books immediately.

Rights issues: In other words, it is the issue of new shares where existing shareholders are given preemptive rights a subscription to the new concern on a pro-rata basis. Such an issue is organized by an investment loan company or broker, which often makes a commitment to take up its own books any rights that aren't sold within the issue. The right is given by means of an offer to existing shareholders to subscribe to a proportionate number of fresh, extra stocks at a pre-determined price.

In India rights market is a favoured capital mobilizing option for the corporate sector. However, the forex market has shrunk significantly in India over time. This is anticipated to an lack of a trading system for the post issue trading privileges.

Private placement: The direct sales of securities by a company for some select people or even to institutional buyers (financial institutions, corporates, bankers, and high net worth individuals) is named private placement. Quite simply, private placement identifies the direct deal of newly given securities by the issuer to a tiny number of buyers through product owner bankers. Company law defined privately placed concern to be the one seeking registration from 50 people. No prospectus is given in private positioning. Private placement comforters equity shares, preference shares, and debentures. It includes access to capital more quickly than the general public issue which is quite inexpensive on account of the absence of various issue bills.

In modern times learning resource mobilization through private location path has subdued. Associated with stricter regulations released by RBI and SEBI beginning with early 2000s on private placements. When RBI discovered that banks and corporations had larger visibility in the private placement market, it has issued suggestions to lenders and financial institutions for investment in such cases.

Comparison ADR/GDR Vs. QIP

The First Influx of Indian Fundraising: QIPs

Unitech arranged the QIP ball rolling on what is very the first major influx of India's recent fund-raising jamboree. Indian companies increased US$24 billion in the April-June 1 / 4 of 2009, regarding to data from Delhi-based research organization Prime Database. Of this, 56% was raised within the last week of June, an signal of the increasing tempo of action.

According to Prime Databases chairman Prithvi Haldea "QIPs cornered over 96% of the total money mobilized" throughout that quarter. Ten QIPs were granted, totaling US$22. 5 billion. The best issuers included

Unitech (US$900 million)

Indiabulls Real Estate (US$530 million)

HDIL (US$330 million)

Sobha Creators (US$100 million)

Shree Renuka Sugar (US$100 million)

PTC (US$100 million).

Hong Kong-based Money Asia journal said in its headline that India has truly gone QIP crazy

But as other musical instruments started gaining favor the QIP influx appeared to be weakening. The QIBs don't visit a huge bargain any longer. When companies were relatively in need of funds, these were offering prices that still left a lot on the table for customers. Unitech is a case in point. The first concern gave dividends of 100% plus. A record Rs 34, 100 crore were lifted by the 51 QIPs made during the year 2009

According to a report by rating company Crisil, most QIPs in '09 2009 were actually making loss for investors. The analysis used the prices on July 10, even though the markets have increased since then. Still, says Crisil, as of that time frame, if you omit the first Unitech concern, the total return on all QIPs was a poor 12%.

As per brain of equities at CRISIL "We expect nurturing capital through the QIP course may decelerate significantly, " He further explains that the significant run up in stock prices prior to the Union Budget made QIP deals unattractive. This is because shrewd traders made their decisions predicated on company fundamentals and there was no reason to believe that the inherent fundamentals of all companies which queued up for QIPs have improved materially.

Not all QIPs have been successful. GMR Infrastructure received its shareholders' agreement to improve up to US$1 billion through this path. According to product owner bankers, it came up to the market with an offering of US$500 million, then reduced both the size of the offering and the purchase price when confronted with a tepid response, and lastly withdrew altogether.

However, corresponding to Haldea, several more QIPs -- including Hindalco, Cairn Energy, GVK Electric power, HDFC, JSW Metallic, Essar Essential oil, Parsvanath and Omaxe -- are sitting on the sidelines, looking to raise more than US$12 billion. QIPs could become attractive again if the marketplace falls or if companies start offering large discounts, investment experts say.

Increased Activity for ADR/GDR

The slowdown in the QIP wave does not mean that foreign shareholders -- who, as in the Unitech issue, were the principal customers -- have lost curiosity about India. Actually, the change could be true. Indian fundraising has embarked on its second wave -- through American Depository Receipts (ADRs) and Global Depository Receipts (GDRs). (ADRs are international stock stand-ins bought and sold in U. S. exchanges however, not counted as international stock holdings. A U. S. loan provider buys the shares on a international market and trades a claim on those shares. Many U. S. traders are attracted to ADRs because these securities may meet accounting and reporting criteria that tend to be strict than those in many other countries. GDRs are similar instruments traded in markets beyond the U. S. )

At a July 11 reaching, Sterlite Industries, area of the London-based Vedanta group, received shareholder agreement for a QIP and issuance of ADRs, GDRs and FCCBs. On July 16, it brought up US$1. 5 billion through an ADS (North american Depository Share; there is a small technological difference with an ADR) concern. Parent Vedanta found US$500 million of this, that may increase its stake in its Indian subsidiary to 57. 5%.

A few days later, Tata Metal raised US$500 million in a GDR concern in London. This is actually the biggest concern on the London Stock Exchange (LSE) up to now this season and, in fact, exceeds the total raised through all new issues in the first six months on the London bourse.

The very next day, another Tata major -- Tata Vitality -- got the possibility to touch the same market: The business increased US$335 million in a GDR offering. The mark was US$250 million, although the business had shareholder endorsement to go up to US$500 million. The reason why Tata Ability choose the GDR path rather than a QIP was because it felt the GDR suits a broader selection of investors set alongside the [QIP] system, and were advised that it may be a better approach to take

Another company which includes taken this road is wind-power player Suzlon Energy. The business has brought up US$108 million in GDRs (which will be posted in Luxembourg) and US$90 million in FCCBs. In 2007, Suzlon acquired lifted US$500 million by using a QIP.

Fundamental benefits of QIP over ADR/GDR

QIP provides an improved chance for small cover especially in enough time when market valuations are down. It provides an opportunity to buy non-locking shares and as such is a simple mechanism if corporate governance and other required guidelines are in place

Many product owner bankers are of the view that the mid-cap explanation could be prolonged and even say a firm with Rs 1, 000 crore-1, 500 crore market cap can look at this route.


QIPs are also the most cost-efficient route to raise money. The cost differential vis- -vis a GDR or FCCB in conditions of legal fees, is huge. Then there exists the entire procedure for listing abroad, the fees involved. It is simpler to be listed on the BSE/NSE vis- -vis seeking a say Luxembourg or a Singapore listing.

A QIP would mean that a company would only have to pay incremental fees to the exchange.

Accounting Standards

Additionally in the case of a GDR, you'll have to convert your accounts to IFRS (International financial reporting expectations). For your QIP, your audited results are more than sufficient,

Also regarding a GDR, investors invariably seek fungibility on the time period to sell off in the local market.

No. of Investors

ADRs and GDRs can be given only to international traders and Indian establishments are overlooked from the benefits associated with the problem whereas a QIP is mainly issued to Indian establishments.

Another reason is that only 50 % of the collateral can go to 1 investor. As a result mutual money who are increasingly becoming as large an investor bottom as FIIs, will now have the ability to participate in these issuances, therefore, creating a more level taking part in field.

Better Valuation

Retail investors aren't allowed to take part in QIPs unlike follow-on issues and, hence, the valuations of the problem in QIP are better. QIPs will more than a period of time make an institutional buyer more powerful. Companies will have to be much more capable and goal focused,

Thus QIPs has provided a chance for companies to raise funds domestically, rather than discovering the private placement road out of India through international issuances.

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