Capital Markets, Securities Laws, Insider Trading and SEBI Litigation

Introduction

Going public is the ultimate dream of every startup founder. In fact, this is their investors’ dream too! Everyone wants to be able to have investments valued multiple times over their initial cost and be listed in the names of richest people on the basis of the value of their shareholdings in their business. Investors want to be able to exit their investments with a high degree of returns.

But going public or having a public issue isn’t a simple process. It requires a complete transformation for a company internally, to make itself suitable for being listed. An Initial Public Offering (IPO) requires such a detailed amount of planning and multiple activities being carried on simultaneously that you will find companies planning IPOs anywhere between one to two years before they actually go public.

Besides, an IPO is just the start. After an IPO, most companies will go for one or more methods of raising capital - there are many categories of equity or debt or even hybrid instruments that a company can use. Have you heard of NCDs and CCDs or even OCDs and wondered what these things were and the workings behind them?

For obvious reasons, professionals who are well versed with processes that are necessary before a company can hit the bourses are in high demand by law firms or by companies to work as in-house counsels in their legal and compliance teams.

There are professionals who have built thriving practices, luxury homes and swanky offices simply from advising clients on IPOs or working on a specific type of debt or equity instrument. 

Frankly speaking, just knowing about either capital markets or securities disputes does not present the end-to-end picture of legal work required. Lawyers are often criticized by clients for having a limited vision about business and not looking at follow-on implications of their work. However, this is gradually changing.

With evolving client demands, the structure of the economy, technological improvement and automation of routine tasks, lawyers are increasingly required for performing higher-order thinking and taking strategic decisions based on multiple considerations. The complexity of today’s business makes the pool of competing considerations larger, and therefore lawyers who can see the bigger picture and predict further developments and trends will command a premium. The lawyers of today will be participating in the discussion of whether a company should go public in the first place, rather than how it should do that. 

Sounds complex, doesn’t it? It could be. In fact, for the uninitiated, a capital markets transaction is no less than a veritable maze of inter-connected legal, financial and commercial considerations! But it becomes easy to navigate when you have a map.

And we give you that map with this unique course. Not only do we give you the map, but we also equip you with a GPS, so that there’s no way for you to get lost in the maze! This is the only course currently which focuses on three aspects:

• Transactional work arising from the proposed listing of a company or further issues of capital, either to the broader public or specific institutional buyers;
• Regular compliance post-listing which is continuous and extremely important for in-house counsel;
• Disputes related work post-listing;
• Role played by intermediaries in the capital markets transactions and disputes involving them.

You may wonder whether a recessionary economy and competition on capital markets work will lead to a lower demand for capital markets lawyers in the future. To infer that would imply that the Indian economy is forever doomed. But, if you think this is a current phase, then read on. Would you plan for the long-term or the current recessionary phase which may last for 3-5 years? 

As long as the markets exist, there can never be a time when capital markets lawyers are not in demand! Because capital markets is not just about IPOs - even in a recession, companies are in dire need of capital - and they will come up with various debt and equity instruments - and guess which lawyer they will go to for those transactions?

But that’s not all. There is also a specialisation on capital market disputes. In fact, even in the coming years, there is a wide variety of securities-related disputes work which will be present.

While capital issues from companies depend on the stage of economic growth, the range of work mentioned above is recession-neutral. 

Even if large companies do not raise billions in capital for a year or two owing to a recessionary slowdown, the SEBI will continue to initiate proceedings against defaulters for inadequate compliance, insider training or unfair trade practices-related disputes.   

Mutual funds and other funds will keep being launched to find new investment opportunities for investors in different types of securities. The managers of these funds will need enormous legal support on these initiatives. 

If you are an in-house counsel or a company secretary or a consultant advising a listed company, knowing about the requirements for keeping your company / client continuously listed on a bourse is as important as knowing how to get listed. Non-compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is taken quite seriously by the stock exchanges and SEBI. Knowledge of what systems become necessary to be installed upon the transition of a company from an unlisted to a listed status is quite rare and someone who is able to advise comprehensively on this aspect is much sought after. 

As a counsel to a listed company and intermediaries knowledge of the takeover regulations and the insider trading regulations is something you can’t afford to miss out on. Undertake a simple google search on penalties levied by SEBI and many cases of violations under these two regulations will jump out at you. If you’re able to bring in appropriate systems into a company for the compliance of these two regulations, that is something which will be much appreciated and well paid for, by the management.

Tribunal litigation is exciting. Unlike the courts, which can deal with matters related to multiple legislations, tribunals provide an opportunity to specialise in a specific area. Securities law is an immensely interesting area of practice for those interested in commercial litigation work. 

It also provides young lawyers an opportunity to specialise and make a name early in their career. Unlike the High Courts and Supreme Court thronged by tens of thousands of lawyers, SEBI and Securities Appellate Tribunal (SAT) litigation attracts fewer but high quality lawyers.

SEBI and SAT matters are high stakes. If someone delves into this area with any seriousness, it can be very rewarding. Since these matters require an in depth understanding of securities laws, many lawyers do not possess such expertise and therefore avoid this work. You are therefore likely to meet with lesser competition. 

Another misconception lawyers have is that they believe securities laws to be very complex, and that they require elaborate quantitative skills to understand such laws. 

However, it takes no more than a 10th grader’s quantitative skills to be able to handle securities matter efficiently. 

If you take a look at which lawyers represent clients before the Securities Appellate Tribunal, you will find that they are not necessarily from top tier law firms such as Shardul or Cyril Amarchand Mangaldas, Trilegal or AZB. 

Most of them are second and third tier law firms. Some are independent litigators too. Lawyers who are experts at securities laws can advise clients on how to achieve the desired objectives without landing into a breach or generating suspicion which would invite regulatory action. If you are able to plan transactions in such a way, you are going to be in great demand.

What does that imply? Securities litigation is not a domain which is saturated or monopolized by a few firms, and there are huge opportunities for independent litigators and smaller law firms as well. 

As an independent litigator or someone who runs his own law firm, this is an excellent practice area to delve into, especially if you are interested in financial and securities laws or commercial litigation.

Factors such as a slowdown in the economy will impact the volume and size of transactional work. Similarly, the implementation of artificial intelligence in the legal industry will automate many aspects of it. 

However, disputes work increases in volume when there is an economic slowdown. It is also more immune to technological developments such as artificial intelligence.  

Securities litigation work involves significant sums of money which are at stake because of a regulatory dispute. It is possible for a lawyer to very clearly demonstrate beneficial results to a client, and charge a premium for excellence.

In most cases before the Securities Appellate Tribunal the respondent is either SEBI or a stock exchange. Sometimes, the actions by the regulator can be arbitrary. If you are able to contest against such actions before the tribunal and win, this can not only be an incredible boost to your confidence, it can result in winning you more clients. 

I witnessed a SAT hearing where a penalty levied by the regulator was reduced by INR 10 lakhs in a matter of less than 30 minutes. The client was elated! 

Imagine how grateful he would be to the lawyer. Also imagine how such amazing results will enable a lawyer to charge a premium to a client.   

Another peculiar aspect of the Securities Appellate Tribunal is that as on the date of writing this in October 2019, there is only one bench of SAT and that is in Mumbai. Hence, it isn’t like the National Company Law Tribunal, for instance, which has quite a few regional benches. There is less accessibility and lesser competition with respect to SAT in comparison with other tribunals such as the NCLT. If you specialise and create a name for yourself, even if you’re based outside Mumbai, your client will be willing to fly you and put you up in a nice hotel. Also, listed companies with corporate headquarters in other cities are happy to keep lawyers with this expertise on their panel or payroll, if such experts are at all available in their own city, which is rare.

You need to understand the provisions and intention behind the SEBI Act, its regulations and processes, the prevailing mechanism for protecting the ‘market’ from abuse, how various players are always trying to game the system given huge stakes involved, investor’s interest and so on. You need to develop the ability to apply litigation skills in conjunction with such specialised knowledge.

Many aspects of securities litigation are unique. You will need to understand various concepts behind SEBI’s regulations for IPOs and listing of debt securities and other instruments, Listing Obligations and Disclosure Requirements Regulations, Delisting Guidelines, Insider Trading Regulations, Unfair Trade Practices regulations and Takeover Code.  

If you are working in the legal and compliance team or as a compliance officer, you have a thousand and one reasons why you should be aware of how to deal with SEBI and SAT, especially about the most contentious issues that lead to litigation. As the in-house counsel in such a company, you are in the best position to respond to show-cause notices, device policies or define strategy for defence and to lead any escalations on part of your organization. Whenever your company will get caught in some SAT litigation, you do not want to be blindsided, nor would you want to be at the mercy of outside counsel.

If you are working as an in-house counsel in a company which is growing fast and is on the way to an IPO, start preparing for this. You do not want to be caught off-guard. There are a host of securities legislations which start to become applicable to you as you move from the unlisted to the listed domain. You do not want to have the fear of waking up as a violator practically every day. 

Further, SEBI can become active without prior warning and you may end up receiving a slew of show cause notices in connection with a securities acquisition or a trading practice. 

The number and economic relevance of these cases increases for lawyers and compliance teams working with market intermediaries such as merchant bankers, portfolio managers, brokers, etc. Anyone working with corporate stock brokers or portfolio managers such as Motilal Oswal, Anand Rathi, Sharekhan, IIFL Securities will tell you about the extent to which the securities market intermediaries are regulated. Every move is required to be documented with precision. 

There are frequent regulatory interactions which need to be adequately documented and corroborated with supporting evidence, else they will form the basis for an adverse legal action.  

It needs a great degree of planning and preparation to install systems which ensure this compliance. Compliance officers of listed entities need to be on their toes to keep track of the applicable regulations, given that the amount of penalties that can be imposed by SEBI are far higher than say, penalties under the Companies Act, 2013.

As someone who will be advising your employer or your client, you will need to learn the skills not only to expertly deal with the litigation matters, but also to develop and install systems which can help to avoid litigation in the first place.

That is what we aim to deliver through this course, to lawyers who want to argue security law cases at the SAT as well as those who manage compliances and decide legal strategy from in-house legal teams or work in these areas at law firms.

Who should take this course?

This course is tailor-made for a wide range of individuals who want to excel in the field of corporate litigation and capital markets advisory. 

Here's a closer look at who can benefit:

• Law Students and Aspiring Lawyers: If you're studying law or aiming to become a lawyer, especially with an interest in corporate law or commercial litigation, this course provides essential knowledge and skills to kickstart your career.
• Lawyers Eyeing Corporate Law Firms: For those lawyers looking to join prestigious corporate law firms, this course offers a competitive edge by honing your understanding of capital markets advisory and commercial litigation.
• In-House Legal Teams: Legal professionals working within companies regulated by SEBI (Securities and Exchange Board of India) or planning to go public can enhance their expertise with this course, making them indispensable assets to their organizations.
• Compliance Officers: If you're responsible for ensuring regulatory compliance within listed or soon-to-be-listed companies, this course equips you with the knowledge needed to navigate complex regulatory environments effectively.
• Commercial Litigators: Experienced litigators can broaden their skillset by delving into the intricacies of corporate litigation, adding depth to their legal practice.
• Independent Practitioners: As an independent lawyer looking to establish a successful tribunal litigation practice, this course can empower you with the expertise and confidence to take on a variety of corporate cases.
• In-House Counsels for Listed Companies: For legal professionals already working in-house for listed companies or market intermediaries, this course can help you better understand the specific legal challenges these entities face.
• Corporate Lawyers: Even if you're already a corporate lawyer, this course can serve as a valuable refresher and update on the latest developments in corporate litigation and capital markets advisory.
• Chartered Accountants and Company Secretaries: Professionals from these fields who aspire to represent clients and argue before SEBI (Securities and Exchange Board of India) and SAT (Securities Appellate Tribunal) will find this course invaluable in expanding their practice.

In a rapidly evolving legal landscape, gaining expertise in corporate litigation is not just an option; it's a necessity. 

This comprehensive course ensures you are well-equipped to excel in this dynamic field, opening up exciting career opportunities and positioning you as a legal authority in corporate matters.

What will you learn from this course?

• After completing this course, you will be able to advise your client on obligations for an IPO, under the takeover code, insider trading regulations, delisting regulations, unfair trade practices regulations and intermediaries regulations and how to install mechanisms for such compliance. You will be able to take a wholistic view of capital markets transactions and be able to work on transactions - be it structuring, advising or drafting transaction documents.
• You will be able to confidently draft all responses to the communications from SEBI including show cause notices. You will know exactly how to structure these. You will get a thorough grasp of what kind of documents are required in the proceedings before the SEBI and and you will know how to draft these. You will know what goes on in a hearing before the Adjudicating Officer and be able to represent a client before the Adjudicating Officer.
• You will also learn exactly how to draft appeals before the SAT in specific cases, how to present before the SAT and what are the practical aspects you should take care of, during a hearing. Someone who is appearing before the tribunal must be very thorough with the contents of the appeal which has been filed, since the judges can ask directly for where a specific aspect is referred to in the appeal or the application and you would normally be expected to answer within a matter of seconds. Someone who understands the case thoroughly can also frame a summary or table of events for a quick reference of the judges so that the proceedings can progress faster. 
• Many sample documents have been provided in the course, which you can download and use for your day-to-day work.

Training Methodology

Online 24/7 access

Access study materials via our online portal & via our anroid & iOS apps.

Practical Exercises

Two practical exercises every week, each followed by written feedback.

Live Online Classes

Live online classes based on exercises, allowing questions and feedback.

Convenient Class timings

Classes held after work hours, typically on Sundays or after 8 PM on weekdays.

Live Doubt Clearing

Live doubt clearing for support and one-on-one sessions with mentors.

What is the career potential after doing this course?

• Look for job advertisements for in house lawyers and company secretaries and in quite a few cases you will see “prior IPO experience required”. It’s not like every lawyer or company secretary gets to handle and manage the compliance for an IPO during their career and those that manage to do more than one are clearly not easily available. If you have this skill, it can be a tremendous plus point on your CV compared to other applicants. This course will give you an inroad into acquiring specific skills required for managing an IPO.
• In all cases where dealing in marketable securities is involved, there is movement of money. Often, a significant amount of money. It's fascinating to learn the many ways in which securities can exchange hands and how it can impact the market. 
• If you know how the transaction should be structured without ending up in litigation or regulatory obstacles, or if you know how to overcome such obstacles when they arise, there will be a lot of market participants willing to avail of your skills.
• If you specialise in securities laws and SAT litigation, you would want to secure intermediaries of various natures in the securities market as your clients. When you consider the different kinds of intermediaries that operate in the securities market, this is not a small market at all. Wherever there is a move against a client by SEBI or the stock exchanges, you want to become the go-to person for them.
• Listed entities would vie to get you into their legal teams, provided you have desirable skills in securities law and SAT litigation, since they need people who know the inside out of dealing with SEBI. You will be involved in all acquisitions, pledging and disposals of securities to advice on how SEBI regulations would impact or restrict such transactions. 
• As a SAT litigator, you can expect to get a holistic understanding of  regulatory issues related to listed companies. Handling the briefs/matters of intermediaries, listed companies, SEBI etc will give you an in-depth understanding of the securities market. 
• This is also why former SEBI legal officers are always in very high demand in the private sector.

Potential employers

• In-house legal teams of listed entities
• Large conglomerates
• Law firms
• Corporate brokers
• Investment banks
• Portfolio managers
• Merchant bankers
• Other market intermediaries
• Compliance teams in corporations
• SEBI
• Stock exchanges
• Start-ups

What kind of recruitment and placement support will I get?

• Unique Training Method: We're the sole organization in India offering comprehensive, exercise-based courses.
• Employer Recognition: Many leading employers, law firms, and companies actively seek our high-performing students.
• Career Opportunities: Success in our courses can lead to job placements, internships, and assessment internships in esteemed law firms, with renowned lawyers, and various companies.
• Empowering Learners: We focus on empowering learners with not just knowledge and skills, but also real-world opportunities.
• Dedicated Support Team: Our dedicated team is here to assist you with placements, internships, and freelance opportunities.
• Proven Success: Between April 2021 and June 2023, we've helped over 21,000 students secure job and internship opportunities.
• Media Recognition: Our achievements have been featured in respected media outlets like The Hindu, Business World, and India Education Diary.
• Impressive Value: Our students have secured over Rs. 2.7 Crore (USD 330,000) worth of work, with records of INR 30 LPA (USD 37,500) domestically and INR 50 LPA (USD 62,500) internationally.
• Comprehensive Support: From day one, our placement team guides you in setting goals, crafting standout CVs, enhancing interview skills, and supporting your critical first month on the job or during an internship.
• Trusted Recruiters: We've built strong collaborations with recruiters who prefer hiring our well-trained students.
• Competitive Edge: Partnering with us gives you an edge in the job market and opens doors to exciting career prospects.

What is unique about this course?

• The course focuses on the hard core ‘how to dos’ in capital market transactions and listing compliances as well as securities laws and SAT litigation. The focus is not on learning sections and case laws, but on practical concepts and their application to real-life compliance and litigation.  
• You will not learn the text of the regulations cover to cover - that is easily available on the SEBI website. What you will learn is how to use those concepts while your employer or client company is actually going through an IPO or takeover or SAT litigation. 
• You will be asked to draft the actual documents which you would have to draft in the course of an IPO or a takeover or while setting up insider trading systems in your company or in a SAT litigation matter. 
• You will learn how to advise a client on raising capital.
• You will learn how to run different types of capital markets transactions.
• You will learn how to argue in SAT as an independent practitioner. 
• You will also be able to lead SEBI and SAT litigation for a company or a market intermediary (if you are working in-house). This includes formulation of strategy, preparation of arguments, briefing arguing counsels or representing the organization yourself. 
• The course is tough and intensive; you will not be awarded the certificate unless you complete all the exercises. You have to spend 8-10 hours per week on this course.
• You will get personal attention and coaching from the trainers, and get individual feedback on the quality of work you produce.
• Our trainers are highly experienced individuals with many years of industry experience.
• You will be writing an article every month and with our guidance publish the same either on iPleaders blog or various other industry publications.
• We will provide you with a free course on professional networking, CV writing and interview skills so that you can easily find jobs.
• Those who perform well in class will be recommended to top law firms for internships and jobs. If you do not need such help, let us know in what other way we can help you.
• You will find knowledge acquired in this course very valuable with respect to most teams at law firms, as an in-house counsel or even if you pursue corporate litigation.

Can I get remote freelance work after doing this course?

At LawSikho, we have two types of students: those who already possess good legal skills and those who are in the process of learning. We believe in enabling our learners to start earning from their knowledge without delay.

For students who possess advanced legal abilities, we provide chances to delve into criminal litigation and trial advocacy. This includes learning about presenting cases in court, handling criminal matters, and practicing trial techniques. 

You'll gain insights into the legal procedures involved in criminal cases, how to support litigation, and strategies for effectively representing clients in trials.

However, we understand that acquiring professional-level skills takes time. For those who are still developing their legal skills, we provide alternative work opportunities such as writing articles, conducting research, legal transcription, data entry, law firm administration, social media management, and more. Some students even engage in tasks like voice-over work, data compilation, translation, and virtual assistance.

We have established a dedicated team that actively pitches to organizations in the US to help LawSikho students find remote work.

We have set up a US entity to bridge the trust gap between US legal professionals and an organization operating from India.

We focus on getting learners their first three clients, guiding them in crafting impressive proposals. By the time they secure these initial clients, learners become well-adjusted to the process and can independently attract more clients.

They build their CVs and profiles with real work experience and testimonials, opening doors to numerous opportunities.

Getting started is often the hardest part, but at LawSikho, we make the process frictionless. We have witnessed law students earning well over $1000 per month.

Some students have earned $500 in their first month as a side gig. We have students who, after a year, now earn $10,000 per month. While some may start with $300, they make progress by learning new skills, improving their profiles, and pitching for higher-paying work.

Between April 2021 and June 2023, we created over 21000+ opportunities for our learners, resulting in thousands of students securing freelance work. The total value of work secured amounts to over $3,30,000 (Approx INR 2.7 Crore). Additionally, hundreds of individuals found employment, and secured internships.

Please note that these numbers represent the initial gigs facilitated directly by us or those on which we actively collaborated with the learners. Students have also secured additional work beyond our tracking.

How will you clear my doubts and help me if I am struggling to understand or learn a concept?

• In our live classes, you can ask questions, share your screen, receive personal feedback, and have your doubts cleared.
• If you need more help after getting feedback on an assignment or want career advice, you can schedule a private one-on-one call. Our evaluators and mentors are here to assist you and give you advice that's tailored to your needs.

Money-back Guarantee

We're so confident that you'll love it that we offer a 100% money back guarantee. Here's the deal: enroll in the course, give it your best shot for a month by attending classes and doing all the exercises. If you still don't feel like you're getting value from it or it's just not clicking with you, no worries! We'll happily refund the entire course fee. The only catch is that you need to give it a fair shot for a month. If you're not satisfied after that, we'll gladly give you your money back. 
Your success and satisfaction are our top priorities!

View Refund Policy

Specific Learning Objectives

• Learn about how the interplay between SEBI, stock exchanges and the market participants works and how to use it to your advantage in litigation;
• Learn what regulations will become applicable to your organization or a client after it transitions from an unlisted to a listed company and how to create mechanisms to comply with these;
• Learn what kinds of market players and transactions the capital markets are made up of, and what kinds of legal work arises in connection with them;
• Learn about the diligence processes required to be carried on within an entity, before it can go public;
• Learn about what an initial public offering (IPO) is, and to identify whether an entity is eligible to come out with an IPO;
• Learn about how you can ensure compliance with the regulations applicable to an IPO process;
• Learn about how the price is arrived at, for an IPO;
• Learn about the process of an IPO and how the allotment is decided in an IPO;
• Learn about what offer documents are, how these are drafted and what documents are required to be submitted to SEBI during the IPO process;
• Learn what regulations are applicable in relation to the advertisements during the IPO process and how to comply with those regulations;
• Learn what needs to be done to obtain a credit rating / IPO grading;
• Learn how a listed company can raise further capital from the public through a follow on public offering (FPO);
• Learn how a listed company can raise capital from a select group of institutional investors through a Qualified Institutional Placement (QIP); 
• Learn the entire process of how shares of a company are admitted for trading on a stock exchange;
• Learn what exactly a rights issue is, when it is used and what is the process for a rights issue;
• Learn what bonus issues and composite public issues are, when these issues are undertaken and how;
• Learn about different types of debt and equity instruments and how these work;
• Learn how to advise clients on raising capital;
• Learn what needs to be done to issue debt securities of a company and how these are listed;
• Learn what employee stock options are and how these are issued and managed;
• Learn how to deal with the observations from SEBI on an offer document;
• Learn how to seek informal guidance from SEBI;
• Learn how to seek exemption from SEBI for compliance requirements;
• Learn why directors should be aware of their roles and responsibilities under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR);
• Learn what are the changes required in the board and committee composition when a company transitions from an unlisted to a listed entity;
• Learn the compliance requirements for a company in terms of documents required to be submitted to the stock exchange under the LODR - periodically and on the basis of occurrence of an event;
• Learn how the related party transactions and subsidiary entities are regulated under the LODR;
• Learn what the recognised stock exchanges where your shares are listed; are obliged to do under the LODR;
• Learn what goes on inside an acquirer entity and the legal department of the acquirer entity in the run up to the acquisition;
• Learn step by step how to deal with the compliance involved in the takeover of a listed entity;
• Learn how to draft a public announcement for an open offer, a detailed public statement and a letter of offer;
• Learn how to advise directors of acquiring or target entities about their liabilities under the takeover code;
• Learn how to identify an indirect or creeping acquisition;
• Learn how to secure an exemption from making a public announcement from SEBI;
• Learn how to plan the takeover actions in such a manner so to avoid any action from regulators (including sectoral regulators and Competition Commission for gun-jumping);
• Learn how to identify who can be considered insiders and what kind of information can be considered to be price sensitive information under the insider trading regulations;
• Learn how to comply with the requirements of pre clearance of trades,  submission of trading plan and disclosures under the insider trading regulations;
• Learn how to draft and advise on a code for fair disclosures and a code of conduct under the insider trading regulations for listed companies;
• Learn how to avoid the pitfalls such as social media posts which can result in a show cause notice from SEBI under the insider trading regulations;
• Learn what to do if you become aware of insider trading in your company;
• Learn what the unfair trade practices relating to the securities market are, how the market participants benefit from these and what are the consequences of engaging in unfair trade practices;
• Learn what to do if you become a victim to any unfair trade practice in the securities market;
• Learn what you should do if you are an intermediary and an investigation has been ordered against you by SEBI under the unfair trade practices regulations;
• Learn what compliance is required from you as an intermediary under the SEBI (Intermediaries) Regulations, 2008;
• Learn what to do if SEBI orders suspension or cancellation of your registration certificate as an intermediary;
• Learn how to delist your company from the stock exchanges;
• Learn how to advise companies and legal work to be performed if their minimum public shareholding falls below the required level;
• Learn how to take a company private, and options available for the management if a stock exchange orders compulsory delisting of your securities;
• Learn how to draft and file a response against a show cause notice issued by SEBI;
• Learn about the appearances, arguments and procedures to be followed in a hearing before the Adjudicating Officer / SEBI so that you can represent your clients or your own company as its authorized representative;
• Learn how to identify matters for which you can avail of a settlement with SEBI and when you should contest the orders;
• Learn how to arrive at a settlement and the procedure for completing a settlement;
• Learn the matters for which the Securities Appellate Tribunal does and does not have jurisdiction and how to use this knowledge to your advantage in litigation;
• Learn how to file a memorandum of appeal before the Securities Appellate Tribunal;
• Learn how to present in hearings before the Securities Appellate Tribunal (SAT);
• Learn how to file a rejoinder before the Securities Appellate Tribunal;
• Learn how to get yourself empanelled as a lawyer with SEBI / stock exchanges or obtain a retainer from companies for regulatory litigation;
• Learn how to file a special leave petition to the Supreme Court against the orders of SAT;
• Learn how to file a writ petition before the High Court under Article 226 of the Constitution of India against the circulars issued by SEBI, since appeals are not maintainable before the SAT against SEBI circulars.

List of Weekly Exercises

• How to identify the regulations which become applicable to you when you transition from an unlisted to listed company;
• How to identify whether a transaction is a capital markets transaction and choosing which type of transaction is suitable for a particular company;
• How to decide the best security to be issued, depending upon specific objectives;
• How and what to review in the documents under a due diligence process and how to identify red flags;
• How to present observations in a due diligence report;
• How to identify whether a company is eligible for an initial public offering;
• List the steps in the process to determine the pricing for an IPO;
• Draft specific business sections of an offer document based on facts provided;
• Draft specific clauses of publicity guidelines for a company prior to and during an IPO;
• List steps in the process to obtain a credit rating and identify what specific ratings mean;
• Draft a letter of offer for a rights issue;
• Identifying whether a company can come out with a bonus issue and how to decide the extent of bonus shares to be issued;
• Draft clauses of an Employee Stock Option Scheme and a letter of grant of options;
• Draft a letter to SEBI seeking an interpretation under the SEBI (Informal Guidance) Scheme, 2003;
• Draft an application to SEBI for exemption from compliance requirements;
• How to advise a client on the changes required in the current composition of his board of directors and committees in order to meet the LODR requirements;
• How to advise a client on liabilities of the compliance officer and key managerial personnel (KMP) under the LODR;
• How to advise a client on corporate governance requirements under the LODR and corporate social responsibilities;
• How to advise a client on the requirements for related party transactions under LODR;
• How to advise a client on the reclassification of promoters under LODR;
• How to identify whether a person is an acquirer and if the action constitutes an acquisition under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
• How to draft clauses of letter of offer under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
• How to advise clients on making voluntary and competing offers under the takeover code;
• How to identify eligibility to make a delisting offer and how to make the delisting offer;
• How to identify whether an exemption can be sought under takeover code and how to seek exemption;
• How to identify whether a person is an insider and whether the information is unpublished price sensitive information under the SEBI (Prohibition of Insider Trading) Regulations, 2015;
• How to draft a code for fair disclosures and a code of conduct under the SEBI (Prohibition of Insider Trading) Regulations, 2015
• How to identify whether an action constitutes a fraudulent or unfair trade practice under the SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003;
• How to identify, based on a given situation, whether an action can be initiated by SEBI against an intermediary under the SEBI (Intermediaries) Regulations, 2008 against a stock broker / sub broker / portfolio manager;
• How to identify whether a company is eligible to delist its securities; 
• Draft a board resolution / shareholder resolution / public announcement to delist;
• Draft a delisting application to a stock exchange;
• How to draft a reply to a Show Cause Notice issued by SEBI for a front running matter;
• How to draft a reply for a Show Cause Notice issued by SEBI for alleged insider trading violation;
• How to identify whether settlement can be availed of in a particular case and how to complete a consent form for settlement before SEBI;
• How to identify whether the Securities Appellate Tribunal has jurisdiction in respect of a specific matter;
• How to draft an appeal to be filed before the Securities Appellate Tribunal in respect of a matter relating to the unfair trade practices regulations;
• How to draft an appeal to be filed before the Securities Appellate Tribunal in respect of a matter relating to insider trading regulations;
• How to draft an appeal to be filed before the Securities Appellate Tribunal in respect of a matter under Takeover Code;
• How to draft an appeal to be filed before the Securities Appellate Tribunal against Stock Exchange decisions of delisting or refusal to list;
• How to draft an appeal to be filed before the Securities Appellate Tribunal against a debarment, suspension, cancellation or surrender order under the SEBI (Intermediaries) Regulations, 2008
• How to draft an appeal to be filed before the Securities Appellate Tribunal against the orders of the Insurance Regulatory and Development Authority;
• How to file an intervention application for hearings before the Securities Appellate Tribunal;
• How to file a Special Leave Petition before the Supreme Court under Article 136 of the constitution against orders of SAT;
• How to file a writ petition before the High Court under Article 226 of the Constitution of India against circulars issued by SEBI.
• Exercise on applicability of takeover code and drafting a timeline for the takeover process
• Exercises on intermediary registration and inspection by SEBI
• Exercises on advanced concepts in ICDR
• Exercises on private placement
• Exercises to draft an Appeal to challenge an order of SAT before Supreme Court