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Merchant Banker Registration with SEBI: A Complete Guide

Merchant Banker Registration with SEBI: A Complete Guide
Merchant Banker Registration with SEBI Process

January 02, 2024


Merchant Banker Registration

Merchant Bankers play a crucial role in the securities market by acting as financial intermediaries for capital raising, corporate restructuring, and investment advisory. They manage public issues, provide underwriting services, facilitate takeovers, and offer corporate finance solutions.

To operate in India, Merchant Bankers must register with the Securities and Exchange Board of India (SEBI) under the SEBI (Merchant Bankers) Regulations, 1992. This guide [Merchant Banker Registration with SEBI: A Complete Guide] outlines the eligibility criteria, registration process, permitted activities, and compliance requirements.


Eligibility and Prerequisites

Criteria

Details

Infrastructure

Adequate office space, IT infrastructure, and resources to conduct merchant banking activities.

Net Worth Requirement

A Merchant Banker must maintain a minimum net worth of ₹5 crores at all times.

Key Managerial Personnel (KMP)

The applicant must have at least two key managerial personnel (KMP) with relevant experience in investment banking, financial advisory, capital markets, or merchant banking.

Managerial Personnel Qualifications

KMP must hold professional qualifications such as MBA (Finance), CFA, CA, CS, or equivalent, with experience in capital markets, financial management, or advisory services.

Independence of Group Entity

If an entity within the same group is already registered as a Merchant Banker, operational independence must be maintained.

Financial Soundness

The applicant must demonstrate financial stability and provide audited financial statements as proof of sound financial health.

Track Record and Compliance History

The applicant and its directors/promoters should have a clean compliance record with no history of violations or financial misconduct.


Application Submission Process

Step

Details

Online Application

Submit the application via the SEBI Intermediary Portal.

Physical Documentation

Send supporting documents to SEBI for verification after online submission.

Approval Timeline

SEBI reviews the application within 30 working days. Additional queries or document requests, if any, will be communicated through the SEBI Intermediary Portal.


Permitted Activities

Activity

Details

Managing Public Issues

Acting as Lead Managers for IPOs, Rights Issues, and other public offerings.

Underwriting Services

Providing underwriting support to ensure successful capital raising.

Advisory Services

Assisting in mergers, acquisitions, takeovers, corporate restructuring, and financial strategy.

Loan Syndication

Arranging debt financing and facilitating loan syndication for corporate clients.

Portfolio Management Services (PMS)

If registered separately, Merchant Bankers can offer Portfolio Management Services (PMS).

Prohibited Activities:

  • Borrowing funds for securities trading or investment purposes.

  • Engaging in any activity that leads to a conflict of interest with client transactions.


Fees and Charges

Merchant Bankers must pay the following fees as prescribed by SEBI:

Fee Type

Amount (INR)

Frequency

Application Fee

₹50,000

One-time

Registration Fee

₹20,00,000

For a block of 5 years from the date of registration

Renewal Fee

₹9,00,000

For each subsequent block of 3 years


Disclaimer: This guide is for informational purposes only and does not constitute legal, financial, or professional advice. Readers are advised to refer to official SEBI regulations for specific guidance tailored to their circumstances. The information provided herein is based on the regulations and practices as of the date of publication and may be subject to change.

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