Form A-To be furnished for both registration and renewal applications

SCHEDULE I
FORM A
SECURITIES AND EXCHANGE BOARD OF INDIA
(REGISTRARS TO THE ISSUE AND SHARE TRANSFER AGENTS) REGULATIONS, 1993
(Regulation 3)

APPLICATION FOR REGISTRATION AS

REGISTRARS TO ISSUE OR TRANSFER AGENTS OR BOTH.

NAME OF THE APPLICANT :

(Whether proprietary concern / firm / association of persons /body of persons / body corporate)

INSTRUCTION:

1. APPLICANT MUST SUBMIT A COMPELTED APPLICATION FORM TOGETHER WITH SUPPORTING

DOCUMENTS TO THE SECURITIES AND EXCHANGE BOARD OF INDIA.

2. ALL COLUMNS OF THE APPLICATION SHOULD BE FILLED IN. IN CASE A COLUMN IS NOT RELEVANT OR
NOT APPLICABLE, THIS SHOULD BE SPECIFIED.

3. INFORMATION WHICH NEEDS TO BE SUPPLIED IN MORE DETAILS MAY BE WRITTEN ON SEPARATE

SHEETS WHICH SHOULD BE ATTACHED TO THE APPLICATION FORM.

4. ORIGINAL COPY OF FORM DULY SIGNED SHOULD BE SUBMITTED.

PART - I
GENERAL INFORMATION

APPLICANTS DETAILS

1.1 Name of the Applicant : _

Pin Code :_ Fax No.:

(b) __
(c) __
(d) __

page: 1 [ www.sebi.gov.in ]
 1.6 Whether any other application under Securities and Exchange Board of India Act, 1992 has been made for grant
of Certificate, if so, details thereof:

2. ORGANISATION STRUCTURE :

2.1 Objective of the organisation

(attach the extracts from relevant documents like, Partnership deed, Charter, Memorandum of Association, and
Articles of Association in support of objectives of the organisation.)

2.2 Date and Place of Incorporation / Establishment of the organisation of the applicant.

Day Month Year Place

2.3 Status of the applicant (specify whether proprietory, partnership, association of persons, body of individuals,
limited company - public / private, others. If listed, name of the stock exchange and latest share price: - high & low)

2.4 Organisation Chart stating the functional responsibility at various levels.

2.5 Particulars of all Proprietors / Partners / Mangers / Officers / Directors:-

[Name, Qualification, Experience, Date of Appointment, Other directorship (Name & Date of Appointment), Previous
positions held.]

2.6 Number of employees

(General and for specific Intermediaries activity)

2.7 Name and activities of associate companies / concerns carrying out on activities of a registrar to issue or share
transfer agent.

Name Address / Phone nos Type of activity Status

2.8 In case the applicant is a body corporate, please give list of major shareholders (holding 5% or more voting
rights) and percentage of their shareholdings.

3.0 DETAILS OF INFRASTRUCTURAL FACILITIES

3.1 Office Space (mention the extent of area available)

3.2 Office Equipment (mention the details of electronic office equipment, typewriters, telecommunications equipment
etc.)

3.3 Whether Data Processing capacity facility is available. (a) In house or (b) outside please give details

3.4 Computer facility :

(a) Hardware Configuration

(b) Software Environment

4. BUSINESS PLAN (FOR THREE YEARS)

(a) History, Major achievements and present acitivity

(b) Projected Profitablity (Next three years)
(Physical targets, Modus Operandi to achieve targets, Resultant Income)

5.0 FINANCIAL INFORMATION

page: 2 [ www.sebi.gov.in ]
 5.1 Capital structure (Rs. In lakhs)

Current Subsequent second Subsequent third

Year year (estimated) year (estimated)
(a) Paid up Capital
(b) Free reserves (excluding
revaluation reserves)
(c) Total (a) + (b)
(d) Loans (Details)

Note : In case of partnership or proprietory concerns, please indicate capital minus drawings.

5.2 Deployment of Resources

Current Subsequent second Subsequent third

Year year (estimated) year (estimated)
(a) Fixed Assets
(b) Plant & Machinery And
office equipment
(c) Investment (Details Should
be given separately)
(d) Others

5.3 Net Profit for the last three financial years (Rs. In lakhs)

First Year Second Year Third year

5.4 Estimated profit from various sources Rs. In lakhs)

Subsequent third year

Current Year Subsequent second year (estimated)
(estimated)

In the case of body corporate, please enclose three years of audited annual accounts and where unaudited reports
are submitted, give reasons.

Name and Address of Principal Bankers

Name and Address of the Auditors (Internal, External & Tax auditor, if any).
(As applicable)

6.0 OTHER INFORMATION

6.1 Details of all pending disputes:

Nature of Name of the Names & Places of Court / Tribunal where disputes are
dispute party pending

6.2 Indictment of involvement in any offence relating to moral turpitude / economic offenses in the last three years.

6.3 Any significant awards or recognition, collective grievances against the services rendered by the company.

6.4 Any other information considered relevant to the nature of services rendered by the company.

6.5 Name of two references.

page: 3 [ www.sebi.gov.in ]
 (For applicants other than institutions & corporate bodies)

Part II

7. BUSINESS INFORMATION

7.1 Describe present activities and proposed activity in case of new organisation.

7.2 Existing / proposed facilities for redressal of Investor Grievances.

(Furnish number and type of complaints received, follow-up with the companies, average time taken in resolving the
complaints and overall system of handling complaints.)

7.3 Enclose a copy of typical contract entered with a person making the issue or share transfer agent.

7.4 Details of facilities for processing of application, collection and despatch of documents, refund orders, allotment
letters, space for safe custody of refund orders, certificates, reconciliation with the collecting banks.

8. EXPERIENCE

8.1 Experience in handling the activities during the last three years (Name of the corporate body, particulars of
issues handled, size of issues etc.) for :

(a) Registrars to Issue

(b) Share Transfer Agents

8.2 Experience in other financial services (period, area, commencement of activity).

DECLARATION

THIS DECLARATION MUST BE SIGNED BY PRINCIPAL OFFICER / SOLE PROPRIETOR, AS APPLICABLE.

I / We hereby apply for GRANT OF CERTIFICATE OF REGISTRATION by the Board, I/ We warrant that I/We will
carry out my /our duties in accordance with the Act, Rules and Regulations.

I/We warrant that I/We have truthfully and fully answered the questions above and provided all the information which
might reasonably be considered relevant for the purposes of my/our grant of Certificate for registration and I/We will
promptly notify the Board of any changes in the information during the period that my / our registration is being
considered and if my/our registration is accepted, thereafter.

I/We understand that misleading or attempting to mislead the Board shall render the applicant liable to disciplinary
page: 4 [ www.sebi.gov.in ]
 proceedings.

I/We certify that the above information and information supplied in the application form is true, complete and correct.

For and on behalf of -------------------------------------------- (Name of Applicant)

----------------------
PLACE
Date

page: 5 [ www.sebi.gov.in ]
 Information Sheet for Renewal-To be furnished for renewal application

INFORMATION SHEET FOR RENEWAL APPLICATION

Ensure to give full and complete information

Do not give the supporting document unless specifically asked for by SEBI.

Part I - General Information

1.

1. Whether applicant has in his employment minimum 2 persons; who have the relevant functional
experience and 1 person in-charge of EDP activity with relevant experience. Give information
about their name, designation, qualification and work experience.

2. Provide details regarding Shareholding pattern of the applicant classifying it into two broad
categories Promoters' holding and non-promoters' holding.

3. Furnish Net worth certificate in the format given in Annexure I

4. Submit a declaration under Regulation 6 of SEBI (Registrar to an Issue and Share Transfer
Agents) Rules and Regulations, 1993' (about involvement of the applicant/its directs in any
litigation concerning the securities market, applicant having the professional qualification from
institution recognized by the Government in finance, law or business management, conviction of
directors for moral turpitude etc) signed by at least two directors.

5. Whether any person directly or indirectly connected with the applicant (as associate, subsidiary,
inter-connected or group company of the applicant being a body corporate) has been refused
registration by the Board under the Act. If so, furnish the details.

6. Whether applicant has received any communication from the Janakiraman Committee Report? If
so, provide the details.

7. Confirm whether the SEBI (Registrar to an Issue and Share Transfer Agents) Rules and
Regulations, 1993' and the circulars/guidelines issued by SEBI from time to time have been
complied with.
page: 1 [ www.sebi.gov.in ]
 8. Confirm whether agreements with all issuers/client companies have been entered into. Also
furnish a copy of standard agreement. In case agreements have not been signed with the client
companies, state the reason.

9. Confirm whether connectivity with NSDL/CDSL is available mentioning name of the depository.

10. Whether the applicant or any of its associate/group company /concern or any company/concern
in which the applicant/any director of the applicant is a proprietor/partner/director is also
registered with SEBI as a RTI/STA and if so the following details are to be furnished;
Name of the company/ConcernCategory registeredSEBI Regn. No.Any warning given/penal
action taken/investigation/ enquiryinitiated /pending
11. Whether the applicant or any of its associate/group company /concern or any company/concern
in which the applicant/any director of the applicant is a proprietor/partner/director is also
registered with SEBI as any other intermediary (e.g merchant banker, underwriter etc) and if so,
the following details are to be furnished;
Name of the company/ConcernCategory registeredSEBI Regn. No.Any warning given/penal
action taken/investigation/ enquiryinitiated /pending
12. Whether the activity of the applicant is being supervised by any other regulatory body ( RBI,
IRDA etc.).

13. Whether any investigation/ enquiry have been initiated/ is pending against the applicant. If so,
provide the details

14. Whether all the quarterly reports for the last 3 years have been submitted by the applicant. If no,
state the reason for non-submission of the quarterly reports.

15. Furnish details of warning given/penal action taken against the applicant in the last 3 years, if
any.

16. Furnish Name, address and contact no. of compliance officer.

17. Whether applicant has paid the fees due to SEBI in the last 3 years. Give details of payment.

18. Furnish the following details regarding of Registrar to an Issue activity for the last three years:

Name of all Issuers, nature and size of issue.

Whether the Issue activities were completed and Share Certificates/Refund Orders were
dispatched on time.

Indicate in any issue, any order was passed enquiry / investigation was initiated/pending with
SEBI/Stock Exchanges other authorities.

Any issues refunded, if refunded on SEBI order indicate the same.

page: 2 [ www.sebi.gov.in ]
 1.

1. Furnish the following details of Share Transfer Agent activity in last three years :

Names and addresses of client companies along-with folios of each company and total folios as
on date.

Whether transfers effected within 30 days (during last 1 year).

In case of delay in any company, reasons for the same.

1.

1. Furnish the details regarding redressal rates of investor grievances in the last 3 years in the
following format:

Name and addresses of client companies

No. of Complaints received

No. of Complaints redressed

Redressal rate (%)

Part II - Specific information about each office from which the applicant is intending to carry on
RTI/STA activity are required to be filled up for each office separately

I. Infrastructure

Sr. No.

Item

Details

page: 3 [ www.sebi.gov.in ]
 1

Details of office space to be used for RTI & STA activities (in Sq. Ft.)

Address

Activity

Area earmarked for RTI/STA activity.

Type of ownership of the premises

Agreement for the premises (lease agreement in case of rented premises/ ownership details of land and
property in case of own premises)

Validity of the aforesaid agreement

II. Telecommunication Facilities

page: 4 [ www.sebi.gov.in ]
 Sr. No.

Item

Details

Telephone connection (Provide details about the number and availability of STD facility)

Fax Modem

III. Furniture, Fixtures & Office Equipment

Sr. No.

Item

Details

Storage Cabinet

Fire proof cabinet

page: 5 [ www.sebi.gov.in ]
 Franking Machine

Fire Extinguisher

IV. Manpower (only for Managerial Personnel)

Sr. No.

Item

Details

Head of operations and his experience (Give details of work experience and qualification)

Manpower for RTI and STA (Give details of work experience and qualification)

Manpower for EDP (Give details of work experience and qualification)

Number of Employees

page: 6 [ www.sebi.gov.in ]
 V Data Processing Facility

Sr. No.

Item

Details

Computers(Mention Hard Disk Capacity, RAM, Processor etc.)

Line Printer

Dot-matrix Printer

Back-up facility

LAN

page: 7 [ www.sebi.gov.in ]
 6

Software

UPS

8.

NSDL/ CDSL connectivity.

ANNEXURE I

Format of Auditor’s Certificate:

"Having examined the books of accounts and on behalf of information furnished to us, we certify that the
networth of M/s.__ as on is as follows :

Rs.

a)

Paid-up Share Capital

b)

Free Reserves & Surplus

page: 8 [ www.sebi.gov.in ]
 c)

Profit up to

SUB TOTAL (A)

Less

d)

Debit balance in P & L account

e)

Loss up to

f)

Misc. exp. not written off

g)

Prelim. exp. not written off

h)

Intangible assets (specify)

page: 9 [ www.sebi.gov.in ]
 SUB TOTAL (B)

NET WORTH = A – B ="

DATE

PLACE AUDITORS

DECLARATION TO BE FURNISHED UNDER SIGNATURE OF TWO DIRECTORS/PARTNERS OR BY

THE PROPRIETOR.

WE hereby declare and confirm that:

No winding up order has been passed against the applicant.

page: 10 [ www.sebi.gov.in ]
 No orders under the Insolvency Act have been passed against the applicant or any of its directors, or person in
management in the preceding five years.

No order has been passed by any regulating authority, canceling or debarring the applicant from permanently carrying
on activities in the financial sector.

No order, withdrawing or refusing to grant any license / approval to the applicant, which has a bearing on capital
market, has been passed against the applicants by any other regulatory authority in the preceding five years.

The applicant company its promoter/s, director/s, partner/s or employee/s, or its group companies, are not involved in
any litigation connected with the securities market and there are no charges against them as on date.

The applicant, its director/s, partner/s and/ or its group companies are not facing any charges/ disciplinary action from
any stock exchange.

The applicant company, its associate/s, its director/s, partner/s or principal officer is not involved in the securities scam
and have not received any communication from the Janakiraman Committee. (If involved, detailed comments may be
forwarded).

None of the promoter/s, director/s of the applicant or its group companies or any other person directly or indirectly
connected with the applicant has applied or been granted registration to act as Registrar to an Issue and/or Share
Transfer Agent or is/was associated with a Registrar to Issue / Share Transfer Agent registered with SEBI. If yes,
whether the certificate of registration of that Registrar to Issue / Share Transfer Agent was suspended or cancelled.

None of the promoter/s and/ or director/s was associated with an applicant whose application for Registrar to an Issue
/Share Transfer Agent certificate was rejected by SEBI

The applicant or its Directors/Partners/Proprietor or any of the Principal Officers of the applicant, have not at any time
been convicted for any offence involving moral turpitude or found guilty of any economic offence.

The information supplied through different proforma and information supplied in the application form is true, complete
and correct. We shall produce the entire infrastructure as mentioned in different proformas enclosed herewith at the
time of surprise inspection by SEBI. In case of any information found to be incorrect, we understand that our
application for registration would be rejected.

page: 11 [ www.sebi.gov.in ]
 We will promptly notify the Board of any change in the information during the period that our registration is being
considered and if our registration is accepted, thereafter.

We understand that misleading or attempting to mislead the Board by giving incomplete/wrong information shall
render the applicant liable to disciplinary proceedings.

PLACE:

DATE SIGNATURE SIGNATURE

(NAME) (NAME)

page: 12 [ www.sebi.gov.in ]