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    Indus Valley Partners Confidential0

    IVP Domain sessions :

    Introduction to Capital MarketsJune 09, 2011

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    Indus Valley Partners Confidential1

    Agenda

    Finance Overview

    Market Overview

    Introduction to Financial Market

    Introduction to Financial System

    Classification of Financial Markets

    Market Participants

    Finance Overview

    Market Overview

    Introduction toFinancial Market

    Introduction toFinancial System

    Classification ofFinancial Markets

    MarketParticipants

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    Indus Valley Partners Confidential2

    Agenda

    What is Finance?

    Finance Overview

    Market Overview

    Introduction toFinancial Market

    Introduction toFinancial System

    Classification ofFinancial Markets

    MarketParticipants

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    Indus Valley Partners Confidential3

    What is Finance?

    Finance is the study of how and under what terms savings (money) are

    allocated between lenders and borrowers.

    Finance is distinct from economics in that it addresses not only how

    resources are allocated but also under what terms and through

    what channels

    The study of finance requires a basic understanding of:

    Securities

    Corporate law

    Financial institutions and markets

    Finance Overview

    Market Overview

    Introduction toFinancial Market

    Introduction toFinancial System

    Classification ofFinancial Markets

    MarketParticipants

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    Indus Valley Partners Confidential4

    Agenda

    What is a Market ?

    FinanceOverview

    Market Overview

    Introduction toFinancial Market

    Introduction toFinancial System

    Classification ofFinancial Markets

    MarketParticipants

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    Indus Valley Partners Confidential5

    What is a Market?

    Market any place orprocess that bringstogether buyers andsellers with a view toagreeing a price

    The basis of how aneconomy operatesthrough production and

    subsequent exchange

    FinanceOverview

    Market Overview

    Introduction toFinancial Market

    Introduction toFinancial System

    Classification ofFinancial Markets

    MarketParticipants

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    6

    What is a Market?

    Demand the amountconsumers desire topurchase at variousalternative prices

    Demand reflects thedegree of valueconsumers place on items price and satisfaction

    gained from purchase(utility)

    Supply the amountproducers are willing tooffer for sale at variousprices

    Supply reflects the costof the resources usedin production and thereturns/profits required

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential7

    Agenda

    INTRODUCTION TO FINANCIAL MARKETS

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential8

    Financial Market

    A financial market is a place where buyers and sellers of financial

    instruments/assets come together and financial transaction takes place.

    Financial instruments/assets includes cash, cheque, stocks, bonds,derivatives etc.

    Financial system: Transfers funds from economic entities that are surplusin funds to economic entities that are deficient in funds

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential9

    Role of Financial Market

    Price Discovery Process

    Determination of the price of trade asset

    Interaction of buyers and sellers in a financial market

    Liquidity

    Mechanism to sell financial assets for the seller

    Ease of availability of assets for the buyer

    Reduction of search & information costs

    Search Cost

    Explicit Cost e.g.. Advertisement Cost

    Implicit Cost e.g. Opportunity Cost

    Information Cost

    Cost associated with assessing the amount and likelihood of generation ofexpected cash flow

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential10

    Classification of Financial Market

    Financialmarket

    Type ofIssuance

    Maturity ofClaim

    Type ofClaim

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential11

    Classification of Financial Market (contd.)

    Type ofIssuance

    Primary market

    Secondary market

    Maturity of

    Claim

    Money Market

    Capital Market

    Type ofClaim

    Debt Market

    Equity Market

    FX markets

    Commodities

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential12

    Agenda

    INTRODUCTION TO FINANCIAL SYSTEM

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential13

    Financial System

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential14

    Financial System

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    Indus Valley Partners Confidential15

    Financial System

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential16

    Financial System (contd.)

    The household is the primary provider of funds to businesses and government.

    Households must accumulate financial resources throughout their

    working life times to have enough savings (pension) to live on in theirretirement years

    Financial intermediaries transform the nature of the securities they issue andinvest in

    Banks, trust companies, credit unions, insurance firms, mutual funds

    Market intermediaries simply help make markets work

    Investment dealers

    Brokers

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential17

    Agenda

    Lets get back to Financial Markets Now!!!

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential18

    Classification of Financial Markets

    Maturity of Claim

    Money Markets Capital markets

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Cl ifi ti f Fi i l M k t M t it

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    Indus Valley Partners Confidential19

    Classification of Financial Markets Maturityof Claim

    Money markets

    Money Market consists of debt securities issued with an original maturity ofless than a year

    The instruments are usually highly marketable

    Examples are T-bills, Call Money market, CDs,CPs, Repos, Eurodollars, LIBORMarket

    Capital markets Capital Markets are markets where securities with original maturity of more

    than one year are issued and traded

    Examples are equity shares, government bonds, debentures, etc

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential20

    Classification of Financial Markets (contd.)

    Type of Claim

    Debt markets Equity Markets

    FX markets

    Commodities

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Classification of Financial Markets T pe of

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    Indus Valley Partners Confidential21

    Classification of Financial Markets Type ofClaim

    Debt Markets

    Short term and long term bonds Short term debt

    Treasury Bills

    Commercial Paper

    Long term debt Government Securities

    Bonds

    Claim is a fixed dollar amount

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Classification of Financial Markets Type of

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    Indus Valley Partners Confidential22

    Classification of Financial Markets Type ofClaim

    Equities market

    Financial instrument representing ownership in a company

    Also known as stock

    Features

    Residual Claim

    Limited liability

    Voting Rights

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Classification of Financial Markets Type of

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    Indus Valley Partners Confidential23

    Classification of Financial Markets Type ofClaim

    FX markets

    Market with largest daily turnover

    Over-the-counter (OTC) market

    Largely an inter-bank market

    Money denominated in one currency is bought and sold

    with money denominated in another currency

    Spot market

    Immediate transaction

    Forward market

    Transactions take place at a specified future date

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Classification of Financial Markets Type of

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    Indus Valley Partners Confidential24

    Classification of Financial Markets Type ofClaim

    Commodities market

    Huge market worldwide

    Major exchanges are

    LME (Metals)

    CME (agri-commodities)

    Three major categories Agricultural products fibers, grains, livestock

    Energy crude oil, natural gas

    Metals copper, gold, silver

    Good investment during period of economic growth

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential25

    Classification of Financial Markets (contd.)

    Type of Issuance

    Primary Markets Secondary markets

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Classification of Financial Markets Type of

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    Classification of Financial Markets Type ofIssuance

    Primary Market

    The market in which new securities are issued to investorsfor the first time

    Direct selling to public

    New securities are created

    Secondary market

    The market where buyers and sellers trade in securities

    already issued Securities are transferred

    Indus Valley Partners Confidential26

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Raising Capital

    Early StagesVenture Capital Initial Public OfferingPrimary

    Secondary

    After the IPO

    Rights IssueSeason Offers

    Private Placement

    Indus Valley Partners Confidential27

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    An initial public offering (IPO) is the first sale of shares to the public.

    This sale is usually managed by an underwriting firm or a group of underwritingfirms. These are firms that buy an issue of securities from a company and resell

    it to the public.

    For large issues, a group of underwriters called a syndicate is formed with the

    principal underwriter being called the lead manager.

    The Initial Public Offering

    Indus Valley Partners Confidential28

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    An IPO is called a primary offering when new shares are sold.

    An IPO is called a secondary offering when the companys founders and theventure capitalist cash in some of their grains by selling shares.

    IPOs commonly consist of both primary and secondary offerings.

    The Initial Public Offering

    Indus Valley Partners Confidential29

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Since the firm is going public, there is no established price.

    Valuation/Due Diligence

    Banker and company project the companys future earnings and free cash

    flows

    The banker would examine market data on similar companies.

    Price set to place the firms P/E and M/B ratios in line with publicly traded firms

    in the same industry having similar risk and growth prospects.

    On the basis of all relevant factors, the investment banker would determine a

    ballpark price, and specify a range

    The Initial Public Offering - Pricing

    Indus Valley Partners Confidential30

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    The Initial Public Offering - Pricing

    Indus Valley Partners Confidential31

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Book Building

    The Issuer who is planning an IPO nominates a lead merchant banker as a 'book runner'. Investors place their order into the 'electronic book managed by the book runner. This

    process is called 'bidding' and is similar to open auction.

    Bids cannot be entered less than the floor price of the range decided.

    On the close of the book building period the 'book runner evaluates the bids on the basis ofthe evaluation criteria which may include -

    Price Aggression

    Investor quality Earliness of bids, etc.

    The book runner and the company conclude the final price at which it is willing to issue thestock and allocation of securities.

    Allocation of securities is made to the successful bidders.

    Book Building is a good concept and represents a capital market which is in the process ofmaturing.

    32

    The Initial Public Offering - Pricing

    Indus Valley Partners Confidential32

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    The Initial Public Offering - Process

    Appoint Listing Agent/Lead manager

    Legal Marketing

    T 3-6 months

    Prepare prospectus

    Due Diligence,Required Financial

    StatementsPosting, Valuation,

    Deal Structure

    T 30-90 days

    T 14 days

    Apply for Listing &Regulatory Approval

    (through listing agents)

    ExchangeListing

    admission

    Regulators,prospectus

    Pre-marketing to

    institutions

    Road Show and Marketing to investors

    Trading

    Book Building

    Price Fixing,Allocation

    List on Exchange,Start Trading

    Indus Valley Partners Confidential33

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    O

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    After the IPO

    Seasoned Offering: Sale of securities by a firm that is already publicly traded.

    Rights Issue: an issue of securities which is offered only to existing shareholders.

    Private Placement: Sale of securities to a limited number of investors without apublic offering.

    Indus Valley Partners Confidential34

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    S d M k

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    The Secondary Market Purchases and sales of existing stocks and bonds occur in the secondary market.

    Transactions in the secondary market do not provide additional funds to the firm.

    The secondary market increases the liquidity of securities outstanding and lowers

    the required returns of investors.

    Composed of organized exchanges like the New York Stock Exchange and American

    Stock Exchange plus the over-the-counter (OTC) market.

    Secondary Market

    Indus Valley Partners Confidential35

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Li d d OTC I

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    The Secondary Market Listed Instruments

    EquityBonds

    Options

    Futures

    OTC Instruments

    Forwards

    Swaps

    Exotic Derivatives

    Listed and OTC Instruments

    Indus Valley Partners Confidential36

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    T d Lif C l

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    Trade Life Cycle

    Indus Valley Partners Confidential37

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    A d

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    Indus Valley Partners Confidential38

    Agenda

    MARKET PARTICIPANTS

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Securities Market

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    Securities Market

    Market Participants:

    Banks & Brokerage Firms

    Mutual Funds & Hedge Funds

    Investment Managers

    Corporate

    Individuals

    Participants can also be classified in terms of service providers and serviceusers.

    Banks and Brokerage firms

    Sell side (as they provide services of deal execution, clearing and settlement

    services, custody etc.)

    Funds/Investment Managers/Corporates /Individuals

    Buy side ( as they are the buyers of the above services)

    Indus Valley Partners Confidential39

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    P ti i t S ll Sid

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    Participants- Sell Side

    Functions of Brokerage firms

    Assist customers in buying and selling securities

    Provide a custody service (safekeeping) for the assets

    Provide periodic statements of assets

    Indus Valley Partners Confidential40

    Brokers Transact on customers account and dont run

    positions of their own

    Get the revenue from the commissions they charge

    Dealers Invest their own capital and act as principal to

    the trade

    Get their revenue on the basis of the spread

    between the buying and selling price

    Institutional InvestorExecution

    Brokers

    ExecutionBrokers

    Execution

    Brokers

    Prime Broker(s)

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

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    Participants

    Participants Buy side

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    Participants Buy side

    Investment managers support accounts of institutions like pension funds, mutual funds or

    highly wealthy individuals (read Hedge Funds). Theyare also called asset managers

    The fees charged by the manager is based on Portfolio size

    Fixed fees per portfolio

    Performance based fees

    Participant profile

    Investors Long term view on the market, about 3 5 years.

    Speculators

    Short term view on the market, could be even intra day.

    Arbitrageurs

    Riskless profits they look for opportunities, any mis-pricing etc. that may take place in the

    market.

    Indus Valley Partners Confidential41

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Market Makers

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    Market Makers

    ...a member of an exchange who is mandated by the exchange to maintain a

    market in the securities assigned to him

    Functions

    Maintain current prices for their assigned securities

    Act as an agent for floor brokers

    Buy or sell from their own account when there is a temporary shortage of either

    buyers or sellers

    Bring buyers and sellers together

    Indus Valley Partners Confidential42

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

    Financial Markets Infrastructure support

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    Financial Markets - Infrastructure support

    Exchanges

    Facilitate efficient pricediscovery and reducescounterparty risk

    Depositories/

    CustodianBanks

    Safekeeping ofsecurities andsettlement

    Facilitate Post tradeand Asset servicingactivities.

    Settlementand ClearingCorporations

    Facilitate Settlement ofand clearing ofsecurities and funds

    Indus Valley Partners Confidential43

    FinanceOverview Market OverviewIntroduction to

    Financial MarketIntroduction to

    Financial SystemClassification of

    Financial MarketsMarket

    Participants

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    Indus Valley Partners Confidential44

    ANY QUESTIONS ???

    For any query/clarification requiredpls send a mail to Sahil Goyal [[email protected]]

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    THANK YOU