Angel Broking

Rights Issue / Rights Entitlement Awareness

1. What is the Rights Issue?

When a company offers its existing shareholders an opportunity to buy additional shares at a reduced price is known as the Rights Issue. This discounted price is usually for a specific period and the number of shares issued is on a pro-rata basis.

2. What are the various types of Rights Issue of shares?

Below-mentioned are the types of Rights Issue:

1. Fully Paid Rights Issue
When you have to pay the entire amount at the time of applying for the Rights Issue.

2. Partly Paid Rights Issue
When you are required to pay only a partial amount while applying for the Rights Issue. However, you will have to pay the remaining amount in the subsequent payment calls by the company. You must note that in case of failure to make the payment, your shares will be forfeited.

3. When am I eligible for the Rights Issue?

If you are an existing shareholder of the company that has announced the Rights Issue on the record date, you are eligible in proportion to the shares held by you.

4. Why does a company offer a Rights Issue?

The major reason why companies announce the Rights Issue is to raise money. Various other reasons are:

  • To expand their business
  • To acquire new business
  • To repay all the debts

5. How many shares will get allotted to me under the Rights Issue?

As an existing shareholder, in the Rights Issue you get the right to buy new shares in proportion to the existing shares you are holding.
For example, 1:15 Rights Issue means for every 15 shares you are holding, you can get 1 additional share.

6. Does every company announce Rights Issue in the same ratio?

No, every company doesn’t do Rights Issue in the same ratio. The ratio is decided by the company.

7. What is Right Entitlement?

The number of shares you are entitled to in the Rights Issue is known as the Rights Entitlement.
Note: You should keep in mind that RE is temporary and until you apply and pay the requisite amount, rights shares won’t be credited to your Demat account.

8. How RE is different from the regular shares?

RE is different from the regular shares as you need to buy them from the primary/secondary market at the current price, whereas, rights entitlement is credited to your account in a dematerialized form on a proportionate basis if you are an existing shareholder.

9. What is the difference between Rights Issue and Rights Entitlement?

A rights issue is a corporate action that a company takes to expand its business, increase its working capital, or clear its debts. But, rights entitlement is the rights issued to the existing shareholders to subscribe to the new shares that they are eligible to apply for under the rights offer. REs are temporary in nature and can be traded in the secondary market. However, if no action is taken on REs, they will lapse on the closing date of the Rights Issue.

10. Where can I obtain detailed information about REs of the Rights Issue?

For detailed information about the Rights Issue, kindly refer to the Letter of Offer (LOO) of such issuer. This letter contains a detailed process related to REs, trading details, important date, etc.

11. When will the RE be credited to my account?

RE will be credited to your account in a dematerialized form under a separate ISIN number before the opening of the Rights Issue.
Note: The ISIN for your REs shall be kept frozen in the depository system till the opening of the rights issue.

12. I have received RE, does it mean I have received rights shares?

No, you have to apply and pay the requisite amount to get these rights shares.

13. How physical shareholders can get their REs?

If you are holding physical shares, you need to provide your Demat account details to the Issuer / Registrar not later than two working days prior to the issue closing date to get the REs credited. This is to ensure that REs be credited to your Demat account one day before the issue closing date.

14. What can I do with my Rights Entitlement?

You have 3 options to choose from:

  • Use your rights entitlement to buy and get the ownership of the shares
  • Transfer your rights entitlement in part or full by trading on the stock exchange or off-market to earn a profit (Renunciation of rights issue). If you are not entitled to rights shares, you can buy them in the secondary market when existing shareholders begin selling them
  • Do nothing to your rights entitlement and let the rights lapse

15. How can I apply/participate in the Rights Issue?

You can apply for the rights issue using either of the two methods mentioned below.

Online ASBA

  • You can visit the website of the SCSBs* (Self-certified Syndicate Banks) to apply online for the rights issue.

Offline/Physical ASBA

  • To apply offline, you can submit a physical application for participating in the rights issue to the designated branch of SCSBs*.

*Please check the complete list of existing SCSBs here.

16. What will happen to the Rights Issue if my Demat account is frozen?

In both the below-mentioned cases, REs will be credited in a suspense escrow Demat account of the company, and an intimation will be sent to such shareholders by the Issuer / Registrar of the issue.

  • Demat account is frozen
  • Demat account details are not available
  • Shares held in the unclaimed suspense account
  • Shares held in the account of the IEPF Authority

17. What options do I have as an eligible shareholder in the Rights Issue?

As an existing shareholder, you have the following options:

  • You can buy the shares in full or partially in the Rights Issue
  • You can avoid buying the shares in the Rights Issue
  • You can sell your rights in the open market to other investors

18. What forms need to be filed for applying for the Rights Issue through ASBA?

If your bank doesn’t support the online process, download the application form from RTA (Registrar and Transfer Agent) website. Once you have filled out the form, you need to submit it at a Self-Certified Syndicate Bank (SCSBs) branch.

Following are the details required in the form.
  • ASBA Bank Account Number, Account Holder Name, and SCSB Name & Address
  • Your Depository Participant (DP) ID (select NSDL if it starts with IN otherwise, select CDSL if it contains only numbers)
  • PAN number (also provide the PAN number of the second holder if it is a joint account)
  • Signature (in case of a joint account signature of both parties will be required)

Usually, it takes around 15-20 days from the Book Closure Date for the stocks to get credited.

19. I have sold the shares after the record date, am I still entitled to the Rights Issue?

If you held shares on the record date, then you are eligible for the Rights Issue.

20. Can I submit multiple applications from one Demat account for REs?

No, you can submit only one application for REs available in your Demat account.

21. How much do I have to pay to get REs?

REs credited to your account are not chargeable, however, if you buy them in the secondary market, you will have to pay the requisite amount.

22. What will happen to my RE if shares are in CUSA?

If you have shares in CUSA, you will be eligible for the Rights Issue. However, only once you have cleared your dues, we will credit RE in your account. If you don’t want to apply for RE, you can sell RE in the secondary market without having to clear your dues.

23. How will I know if my shares are in CUSA?

You can see shares held in CUSA in the pool holding under the Portfolio Section of our app.

24. What is renunciation of rights?

The process of transferring your REs to any other person is known as the renunciation of rights.

Note: These trades will be settled by transferring dematerialized REs through a depository mechanism, similar to all the other types of securities.

25. How can I renunciate the rights?

Below are the processes for on and off market renunciations:

  • On Market Renunciation
    You can renunciate the rights by trading them in the secondary market in the same manner as trading equity shares of the company
  • Off Market Renunciation

    You can renounce the RE by way of an off-market through a depository participant in the dematerialized form only. However, you need to ensure that the REs are credited to the Demat account of the Renouncees on or prior to the issue closing date.

26. What is the difference between the renunciation date and the closing date?

The Renunciation Date is the last date by which REs can be traded, whereas, the closing date is the last date by which you can apply/participate in the Rights Issue.

27. How can REs be traded?

Trading in REs on the secondary market platform of stock exchanges shall commence along with the opening of the rights issue. If you are not the existing shareholder of the company on the record date, you can purchase the REs in the secondary market.

You should note that trading in REs will close at least 4 days prior to the Rights Issue closing date. Also, REs will be settled on a trade-to-trade basis.

28. What are the trading details for REs?

Below are the required details for different parameters:

  • Market Type - Equity Market
  • Settlement - T+2 Rolling Settlement
  • Group available for trading- “R”
  • Lot size- 1 share
  • Order Type- All Orders types like Market Order, Limit Order, Stop-Loss Order, ROBO Order, Intraday, and more applicable in continuous trading

29. I have purchased RE in the secondary market but forgot to participate in the Rights Issue. What will happen now?

The value of your RE will be zero and it will lapse post closing of the Rights Issue even if you have paid for the REs. If you have purchased RE in the secondary market, you need to apply for the Rights Issue or else you will lose the money you paid to acquire the REs.

30. If I don't participate in the Rights Issue offer, what will happen to RE?

In both the cases mentioned below, your RE will lapse after the offer closing date.

  • You haven’t applied for Rights Issue
  • You applied for Rights Issue but failed to pay the requisite amount

31. I have been asked to pay only 25% of the rights price, what will happen now?

On paying 25% of the amount, you will receive party paid-up shares in your account. Until you pay the full amount, you won’t be able to trade REs. You should know that if you failed to pay the call money, your RE will lapse.

32. What will happen if I fail to pay the call money?

In this case, the company may decide to forfeit your shares and the amount you have paid will also lapse.

33. Will I get a refund for the amount I have paid for the shares that get forfeited?

No, if your shares are forfeited by the company, you won’t receive any refund.

34. Can I trade REs if I have already paid the part amount?

There are 2 things which you can do with regards to your partly paid-up REs:

  • Pay the remaining call amount as and when demanded by the company and get the equivalent shares credited to your Demat account.
  • Trade your partly paid-up REs in the secondary market. For example - if you have REs of ABC company of ₹1500 and you have paid 2 calls money of say ₹1150. If you don’t want to proceed further with the purchase, you can sell your REs in the secondary market.

Frequently asked Questions (FAQs) on Rights Entitlements (“REs”)

These FAQs offer only a simplistic explanation/clarification on Credit of Rights Entitlements (“REs”) in dematerialized form, Renunciation process and trading of REs on stock exchange platform and terms/concepts related to the SEBI/HO/CFD/DIL2/CIR/P/2020/13 dated January 22, 2020 on “Streamlining the Process of Rights Issue” (“SEBI Circular”). Any such explanation/clarification that is provided herein should not be regarded as an interpretation of law nor be treated as a binding opinion/guidance from the BSE Ltd. (“Exchange”). For full particulars of laws governing the Rights Entitlement (“REs”), please refer to actual text of the said SEBI Circular along with relevant Acts/Regulations/Circulars issued by SEBI and other regulatory authorities.

1. What is Rights Entitlement (REs) ?

Rights Entitlements (REs) is the number of new shares of new shares that the shareholder of a company is eligible to apply for under the Rights issue offer of that company. REs are basically calculated by applying a ratio on the existing shareholding of the shareholders on a specific day called Record Date (RD).

2. Whether REs are given in physical or in Demat form ?

REs are credited to the demat account of eligible shareholders in dematerialized form.

3. Whether REs are credited in same ISIN number as of equity shares or in different ISIN number ?

The REs are credited in a separate ISIN to the demat account of the shareholders, against the shares held by them as on the record date

4. When REs are credited ?

REs are credited to the demat account of the shareholders before the date of opening of the issue.

5. How physical shareholders can get their REs ?

Physical shareholders shall be required to provide their demat account details to Issuer / Registrar to the Issue for credit of REs not later than two working days prior to the issue closing date, such that credit of REs in their demat account takes place at least one day before the issue closing date.

6. What options a shareholder has w.r.t. REs credited to his demat account?

A shareholder can deal with REs credited to his account in following manner:

  • He can apply for the equity shares of the company in full are in part of his REs
  • He can renounce / sell his REs

7. How trading will happen in REs?

REs shall be traded on secondary market platform of Stock exchanges, with T+2 rolling settlement, similar to the equity shares.

8. When trading in REs will commence?

Trading in REs on the secondary market platform of stock exchanges shall commence along with the opening of the rights issue

9. When trading in REs will close?

Trading in Res shall be closed at least four days prior to the closure of the rights issue

10. How investors holding REs in demat form can renounce it?

Investors holding REs in dematerialized mode shall be able to renounce their entitlements by trading on stock exchange platform or off-market transfer. Such trades will be settled by transferring dematerialized REs through depository mechanism, in the same manner as done for all other types of securities. The transactions in REs will be settled on trade-for-trade basis

11. What are the payment modes available for Rights Issue?

Application for a rights issue shall be made only through ASBA facility

12. How I can get the application form for Rights issue?

  • The issuer shall dispatch a common application form to its shareholders as on the record date. Along with application form, the issuer shall also send the details of the rights entitlements of the shareholder separately.
  • This application form can be used both by shareholder or renouncee.
  • Registrar to the issue shall also upload the application forms on its website.
  • Applicants can use application form available on the website of registrar to the issue or printed forms sourced from the issuer, merchant bankers or registrars to the issue.
  • In terms of Regulation 78 of the ICDR Regulations, investor also has option to make an application in writing on a plain paper.

13. How I will know what is the ISIN Number for REs?

The issuer is required to specify the ISIN for REs while announcing the record date. Based on the rights entitlement ratio, the issuer shall credit REs in dematerialized mode through corporate action to shareholders holding shares as on the record date However, this ISIN of REs shall be kept frozen (for debit) in the depository system till the date of opening of the issue

14. What will happen if demat account of the shareholder is frozen?

If the demat account of a shareholder is frozen or demat account details are not available, including shares held in unclaimed suspense account or in the account of IEPF Authority, then REs shall be credited in a suspense escrow demat account of the Company and an intimation should be sent to such shareholder by the issuer /Registrar to the issue.

15. What will happen to REs that are neither renounced nor subscribed by the shareholders?

REs which are neither renounced nor subscribed by the shareholders, shall be lapsed after closure of the Rights Issue.

16. What will happen if REs are purchased through On market renunciation / Off market renunciation, and no application is made for subscribing the shares / other securities offered under Rights Issue?

As mentioned in point number 15 above, such REs shall be lapsed after closure of the Rights issue.

17. How many applications can be made from one demat account for REs?

Investor shall submit only one application form for REs available in a particular demat account.

18. Whether any persons who are not existing shareholders of the issuer company as on record date, can apply to the Rights Issue?

Yes.
By purchasing the REs, a person who is not an existing shareholder of the issuer company can apply to the Rights Issue.

19. From where I can get the detailed information about REs of the Rights Issue of an issuer?

Please refer the Letter of offer (LOO) of such issuer coming up with Rights issue. They are required to include detailed process related to REs, its trading etc. in their LOO

Trading in REs -

20. What are the related trading details for REs?

Details of different parameters as mentioned below -

  • Market Type- Equity Market
  • Order Matching – Anonymous Order Book. Continuous Matching with Price Time priority
  • Group available for trading- “R”
  • Lot size- 1 share
  • Order Type- All Orders types applicable in continuous trading
  • Tick Price- Rs. 0.05 or Rs 0.01
  • Price band- +/- 40%

21. In which segment do you trade Right Entitlement?

Rights entitlement would be traded on the Equity market segment of BSE.

22. What would be the symbol of the Right Entitlement stock?

The Exchange shall intimate the market pre trading date.

23. Which all market sessions would the Right Entitlement be available for trading?

Trading in Rights Entitlement will be permitted in all the Trading Sessions i.e. the preopen, auction session, continuous trading session, both block deal sessions (morning and afternoon) & post closing session

24. How would be base price calculated?

On the first day of the Right Entitlement, the base price would be calculated as (Closing Price of the stock - Right Entitlement price). On every subsequent days the Closing price of the Right Entitlement trading would be the base price.

Clearing & Settlement -

25. How would the settlement happen for Rights entitlement?

All clearing members in CM segment shall be eligible for clearing and settlement of Rights Entitlement. Trades executed shall be settled on T+2 basis. Trades executed shall be cleared and settled on gross basis and funds shall be settled in net basis.

26. What would be the applicable margin for trading Rights?

Applicable margin shall be 100% of Rights Entitlement.

27. Can we put the trade as INST and then allocated the trades in different account in OTR?

Yes

28. What would be the settlement type for such trades?

Trade to Trade & T+2 Rolling Settlement

29. What happens to any shortage in settlement of such trades?

Any shortages in Rights Entitlement shall be directly closed-out at the highest price of Rights Entitlement prevailing across the Exchanges from the day of trading till the T+1 day or 20% above the settlement price of Rights Entitlement on the T+1 day, whichever is higher.

Finance & Accounts -

30. What will be transaction charges on this Right’s trading?

The transaction charges for Rights entitlement is Rs. 275/- per crore of gross turnover.

31. What will be the STT on such trades?

STT rate as per serial no 4(a) of the table under section 98 of the Finance (no.2) act 2004, pertaining to ‘Sale of Option in Securities. STT payable by the seller at the rate of 0.05% of the value at which such Rights Entitlements are traded.

Rights Entitlements Investors’ Awareness

Rights Entitlement (RE)

  • Concept of Dematerialised REs was operationalised on Jan 22, 2020
  • SEBI Circular No. SEBI/HO/CFD/DIL2/CIR/P/2020/1 - Streamlining the Process of Rights Issue
  • SEBI/HO/CFD/SSEP/CIR/P/2022/66 Dated May 19, 2022
  • Applicable for Rights Issue where Letter of Offer (LoF) is filed with the Stock Exchanges on or after Feb 14, 2020
  • BSE Notices
  • 20200305-21 dated March 5, 2020 and
  • 20200518-13 dated May 18, 2020

Rights Entitlement (RE) - Highlights

How to know your RE
  • Details with respect to RE available on the website of Registrar to Issue.
  • Email intimations sent by Issuers / Registrar
REs credited in the Demat Account of the Shareholder
  • Separate ISIN
  • If the demat account frozen/ closed/ not available, in suspense escrow
Investor can trade in the RE
  • Buy/ Sell in the market through Stock Broker OR
  • Off Market buy/ sell using Delivery Instruction Slips (DIS)
RE holders can
  • Apply for entitlement OR
  • Apply for more than entitlement OR
  • Apply for less than entitlement
RE status in case of No Action from Investor
  • REs which are neither renounced nor subscribed by the shareholders, shall lapse on closure of the Rights Issue

Rights Entitlement (RE) – How to Apply

  • Only ASBA application is permitted
  • Submit only One application per Demat account
    • If REs in multiple demat accounts, multiple applications please
  • Application Form
    • Applicants can use application form available on the website of Registrar/ Issuer/ BRLMs/ Stock Exchanges OR
    • To make an application in writing on a plain paper

Allotment

  • Allotment will be done by the Registrar

Options Available – Rights Holder

  • The Rights Entitlement Letter will clearly indicate the number of Rights Equity Shares that the Eligible Equity Shareholder is entitled to
  • The Fractional part shall be ignored by rounding down the entitlement
    – However, priority allotment of 1 share if extra applied for subject to availability
  • If the Eligible Equity Shareholder applies in the Issue, then such Eligible Equity Shareholder can:
    • Apply for its Rights Equity Shares to the full extent of its Rights Entitlements; or
    • Apply for its Rights Equity Shares to the extent of part of its Rights Entitlements (without renouncing the other part); or
    • Apply for Rights Equity Shares to the extent of part of its Rights Entitlements and renounce the other part of its Rights Entitlements; or
    • Apply for its Rights Equity Shares to the full extent of its Rights Entitlements and apply for additional Rights Equity Shares; or
    • Renounce its Rights Entitlements in full

Trading in Rights Entitlement (RE)

  • BSE - “R" Group
  • T + 2 Day Settlement
  • Trade for Trade
    • No short selling allowed
  • Trading commences along with the Opening of the Issue
    • Closed at least Three days prior to the closure of the rights issue
  • For off Market Trade
    • Give off market instruction to DP

Examples - Rights Entitlement (RE)

  • Situation – 1
    – Applied for 100 Rights in Demat account 1
    – RE balance in Demat account 1 is 100
  • Allotment
    – 100 shares to be allotted provided there are no errors
  •  Situation – 2
    – Applied for 100 Rights in Demat account 1
    – Applied for 100 Rights in Demat account 2
    – RE balance in Demat account 1 is 100
    – RE balance in Demat account 2 is 50
  • Allotment
    – 100 shares to be allotted in Demat Account No. 1
    – 50 shares to be allotted in Demat Account No. 2
    – Additional shares (max 50 more) may be allotted in Demat Account No. 2 subject to oversubscription
  •  Situation – 3
    – Originally had 100 Rights in Demat account 1
    – Applied for 100 Rights in Demat account 1 on Day 1
    – Sold the RE in the market, Nil RE balance as on closure of issue
  • Allotment
    – Nil allotment Amount will be refunded
  •  Situation – 4
    – Originally had 100 Rights in Demat account 1
    – Purchased 200 more, So 300 RE balance as on closure of issue
    – Applied for 1000 Rights in Demat account 1
  • Allotment
    – 300 shares to be allotted in Demat Account No. 1
    – Additional shares (upto 700 max) may be allotted subject to oversubscription
  •  Situation – 5
    – RE balance in Demat account 1 is 100
    – RE balance in Demat account 2 is 50
    – Applied for 150 Rights in Demat account 1
    – Applied for Nil Rights in Demat account 2
  • Allotment
    – 100 shares to be allotted in Demat Account No. 1
    – Nil shares to be allotted in Demat Account No. 2 – 50 RE lapsed
    – Additional shares (max 50) may be allotted in Demat Account No. 1 subject to oversubscription
  •  Situation – 6
    – RE entitlement – physical - 100
    – RE balance in Demat is 200
    – Applied for 100 Rights for physical using R-WAP
    – Applied for 200 Rights in Demat using ASBA
  • Allotment
    – 100 shares to be allotted – you will need to provide demat details for the shares to be received in your demat account
    – 200 shares to be allotted in Demat Account