Certifications Mock Tests Study Material Menu Certifications Mock Tests Study Material NISM Series IX: Merchant Banking Certification Mock Test (Set 1) /50 NISM Series IX: Merchant Banking Certification Mock Test (Set 1) 1 / 50 1. When there’s more than one main banker for a business offering its shares to the public, each banker’s duties should be clearly defined. A document stating these responsibilities must be given to SEBI (Securities and Exchange Board of India) at least ________ days before the start of the subscription period. a) 15 days b) Two months c) One month d) 45 days Explanation:The given statement, mentions that when there is more than one Lead Merchant Banker involved in an issue, The responsibilities of each banker need to be clearly defined. A statement detailing these responsibilities must be provided to SEBI (Securities And Exchange Board Of India) at least 45 days before the opening of the issue for subscription. 2 / 50 2. Which law or rule gives the SEBI the authority to exempt certain situations from the requirement to make a public offer, as long as specific conditions are met? a) The Monopolies and Restrictive Trade Practices Act b) SEBI (Prohibition of Insider Trading) Regulations c) The Securities Contract (Regulation) Act d) SEBI ( Substantial Acquisition of Shares and Takeover) Regulation Explanation:SEBI ( Substantial Acquisition of Shares and Takeover) Regulation provides cases which are exempt from the obligation to make an open offer. 3 / 50 3. __________ is when someone promises to buy something right from the start. a) Soft underwriting b) Hard underwriting c) Guaranteeing d) Tangible underwriting Explanation:Hard underwriting is when an underwriter agrees to buy his commitment at its earliest stage. The underwriter guarantees a fixed amount to the issuer from the issue. The underwriter bears a risk which is much higher than soft underwriting. In case of soft underwriting, the underwriter has to take up his share of devolvement (i.e. underwriting commitment less procurement) in case public response to the offer is not sufficient. 4 / 50 4. In every kind of __________, the merchant banker plays a crucial role, making things happen for the whole deal. a) Company incorporation b) Lease Out c) Corporate restructuring d) Hypothecations Explanation:In all types of corporate restructuring, the merchant banker performs the pivotal role, acting as a catalyst for the entire deal. Corporate restructuring involves mergers, amalgamations, de-mergers, acquisitions, takeovers etc. 5 / 50 5. Further Public Offer [FPO] can be made only through book-building issues through the stock exchange route. State Whether True or False? a) False b) True Explanation:Further Public Offer (FPO) can be made either through the book-building process or the fixed price method. It is not limited to the book-building route; the fixed price method is also a valid option for FPOs. 6 / 50 6. What helps figure out the right price and interest in stocks during an Initial Public Offering (IPO)? a) Book Building Process b) Demand Discovery Process c) Price Bidding Process d) None of the above Explanation:Book Building Process is a mechanism where, during the period for which the book for the offer / public issue is kept open, bids are collected from investors at various prices at which they are willing to subscribe to a certain number of shares,which is within the price band specified by the issuer. 7 / 50 7. Are Mutual Funds in India classified as Institutional investors? True or False? a) False b) True Explanation:Institutional investors comprise of domestic Financial institution, Mutual funds, FIIs etc commonly known as Qualified Institutional Buyers (QIBs). 8 / 50 8. A company needs to have a minimum paid up capital of Rs 10 crore to list on BSE and Rs 20 crore to list on NSE – State whether True or False ? a) True b) False Explanation:As per the listing agreement, a company should have a minimum paid up capital of Rs 10 crore to be eligible for listing on both BSE and NSE. 9 / 50 9. One of the criteria which has to be satisfied by a company which wants to come out with a public issue in the ‘Fast Track Issue ‘ process is that the company has redressed at least _____ of the total shareholder / investor grievances or complaints re a) 80% b) 95% c) 99% d) 90% Explanation:In the ‘Fast Track Issue’ process, one of the criteria for a company to come out with a public issue is that the company has redressed at least 95% of the total shareholder/investor grievances or complaints. Therefore, the correct answer is 95%. 10 / 50 10. M/s ABC has come out with a public issue and its issue gets oversubscribed on the first day itself. Can it advertise this in newspapers before the issue closing date ? a) Yes, the company can advertise b) No, the company cannot advertise Explanation:As per the SEBI ICDR Regulations – No advertisement shall be issued giving any impression that the issue has been fully subscribed or oversubscribed during the period the issue is open for subscription. 11 / 50 11. A company intends to issue convertible debt instruments, but it has defaulted on repaying the principal amount of a previously issued debt security by three months. Is the company allowed to issue the convertible debt instruments? a) No, the company cannot issue convertible debt instruments b) Yes, the company can issue convertible debt instruments Explanation:Defaulting on the repayment of a previously issued debt security may negatively impact the company’s creditworthiness and its ability to issue new debt instruments. It could lead to increased scrutiny from investors and regulatory authorities, making it challenging for the company to issue new convertible debt instruments. 12 / 50 12. In a merger, the merchant banker handles functions related to ________:i) Appointment of Company Secretaryii) Legal counselingiii) Valuation and due diligenceiv) Deal structuring negotiations a) ii and iii b) i and ii c) iii and iv d) i and iv Explanation:In a merger, the functions related to valuation and due diligence and deal structuring negotiations are typically handled by the merchant banker. Valuation is crucial in determining the exchange ratio or consideration in the merger, and deal structuring negotiations involve the terms and conditions of the merger. The appointment of a company secretary and legal counseling is more aligned with legal and administrative aspects and is not typically the primary role of the merchant banker in a merger. 13 / 50 13. Warrants can be issued along with a public issue or rights issue of specified securities, and a specified security may have _______ warrant(s) attached to it. a) Minimum five b) Only one c) Minimum two d) One or more Explanation:Regulation 13 of SEBI (ICDR) Regulations states – an issuer shall be eligible to issue warrants in an initial public offer subject to the following: a) the tenure of such warrants shall not exceed eighteen months from the date of their allotment in the initial public offer; b) a specified security may have one or more warrants attached to it.An announcement regarding the closure of issue should be made only after the lead merchant banker is satisfied that atleast 90% of the offer through the offer document have been subscribed and a certificate regarding that have been obtained from the registrar to the issue.However, such announcement should not be made before the issue closure date. 14 / 50 14. Can a promoter of XYZ company, who was barred from accessing the capital market by SEBI last year due to insider trading, be eligible to conduct a public issue to raise resources? a) No he cannot raise money through public issue b) Yes, he can raise money through public issue Explanation:The promoter of XYZ company, who was barred from accessing the capital market by SEBI last year due to insider trading, is not eligible to come out with a public issue. This restriction is imposed to uphold market integrity and protect the interests of investors, as individuals involved in insider trading are prohibited from participating in capital market activities. 15 / 50 15. When issuing debt securities, how much of the oversubscription money can the issuers retain? a) Upto a maximum of 50% of the base issue size. b) Upto a maximum of 100% of the base issue size. c) Upto a maximum of 75% of the base issue size. d) Upto a maximum of 90% of the base issue size. Explanation:Issuers are allowed to retain over-subscription money upto a maximum of 100% of the base issue size. 16 / 50 16. As per the listing agreement of BSE and NSE, the issuer must have a minimum paid-up capital and a minimum market capitalization of ___________. a) Rs 5 crores and Rs 25 crores b) Rs 10 crores and Rs 50 crores c) Rs 10 crores and Rs 25 crores d) Rs 25 crores and Rs 25 crores Explanation:As per the listing agreement of BSE and NSE, the minimum paid-up capital and the minimum market capitalization of the issuer should be Rs 10 crores and Rs 25 crores, respectively. This means that a company seeking to list on these stock exchanges must have a minimum paid-up capital of Rs 10 crores and a minimum market capitalization of Rs 25 crores. These criteria help ensure that the listed companies have a certain level of financial stability and market capitalization. 17 / 50 17. What is the term for an offer of specified securities by a listed issuer to the shareholders of the issuer as on the record date fixed for the said purpose? a) Rights Issue b) Bonus Issue c) Further Public Offer (FPO) d) Initial Public Offer (IPO) Explanation:Rights issue means an offer of specified securities by a listed issuer to the shareholders of the issuer as on the record date fixed for the said purpose. 18 / 50 18. A company planning to issue securities must submit the draft offer document to _______ through the merchant bankers after payment of fees as stipulated in SEBI (ICDR) Regulations. a) RBI b) Stock Exchange c) Registrar of Companies d) SEBI Explanation:In order to issue securities, an issuer has to file a draft offer document with SEBI through the appointed lead merchant banker and pay the requisite fees. 19 / 50 19. What is the minimum amount of subscription required in a public offer? a) 90% of the offer less promoters contribution b) 95% of the post-issue paid up capital c) 90% of the offer through the offer document d) 90% of the post-issue paid up capital Explanation:The minimum subscription to be received in the issue shall be at least ninety percent of the offer through the offer document. 20 / 50 20. In an _________, the merchant banker, along with the issuer, ensures that the demand for the securities and the bids are displayed online on the website of the Stock Exchanges. a) Straight book building system b) Open book building system c) Closed book building system d) Transperent book building system Explanation:In an open book building system, the merchant banker and the issuer make sure that the demand for the securities and the bids are transparently displayed online on the website of the stock exchanges. This approach allows potential investors to view and revise their bids based on the demand for the securities during the offer period, contributing to a more dynamic and market-driven price discovery process. 21 / 50 21. Is it true or false that, according to SEBI ICDR Regulations, the lead merchant banker and the recognized stock exchange must provide a copy of the draft offer document and final offer document to any investor for free when requested? a) False b) True Explanation:A reasonable sum of money can be charged by the merchant banker or the recognised stock exchange for providing copy of the draft offer document and final offer document. 22 / 50 22. Which of the following issues will SEBI not address through the SEBI Complaints Redress System (SCORES)? a) Allegations without supporting documents b) Not satisfied with trading price of the shares of the companies c) Seeking explanation for non-trading of shares or illiquidity of shares d) All of the above Explanation:Certain matters are not considered as complaints in SCOREs. These are given hereunder:– Complaints that are incomplete or not specific– Allegations without supporting documents– Offering suggestions or seeking guidance/explanation– Seeking explanation for non-trading of shares or illiquidity of shares– Not satisfied with trading price of the shares of the companies– Non-listing of shares of private offer– Disputes arising out of private agreements with companies/intermediaries 23 / 50 23. As per the SEBI (Merchant Bankers) Regulations, 1992, a body corporate other than a ______ can engage in activities related to being a merchant banker. a) Non banking financial company (NBFC) b) Public Sector Bank c) Private Sector Bank d) All of the above Explanation:As per the SEBI (Merchant Bankers) Regulations, 1992, a body corporate other than a non-banking financial company (NBFC) can engage in activities related to being a merchant banker. 24 / 50 24. For purpose of granting registration to an applicant, SEBI takes into account the Criteria for fit and proper personrdquo; as given under the ____________ a) SEBI (Merchant Banking) Regulations b) SEBI (Intermediaries) Regulations c) SEBI ( ICDR ) Regulations d) SEBI (Underwriters) Regulation Explanation:For the purpose of granting registration to an applicant, SEBI takes into account the “Criteria for fit and proper person” as given under the SEBI (Intermediaries) Regulations. 25 / 50 25. A company can buy-back its shares or other specified securities using which of the following method[s]? a) From odd-lot holders b) From the open market through the book-building process or stock exchange c) From the existing security -holders on a proportionate basis thro. the tender offer d) All of the above Explanation:A company can buy-back its shares or other specified securities using methods such as buying from the open market through the book-building process or stock exchange, buying from odd-lot holders, and buying from existing security holders on a proportionate basis through the tender offer. 26 / 50 26. ______ are the activities conducted by a Merchant Banker:I – Merger and AcquisitionII – Stock TradingIII – Printing and Distribution of application formsIV – Issue of debt securities a) I and II b) II and III c) I and IV d) III and IV Explanation:A Merchant Banker is not involved in stock trading. Also regarding printing of forms – The issuer company in consultation with the merchant bankers appoint the printers who are engaged in bulk printing of the offer document and application forms. A Merchant Banker is involved in issue and listing of debt and equity and also manages Mergers and Takeovers. 27 / 50 27. Government securities in India are issued by the _______. a) Central government b) Semi-government authorities c) State government d) All of the above Explanation:Government securities in India are issued by the Central Government, State Governments, as well as semi-government authorities. 28 / 50 28. Warrants can be issued with a public issue or rights issue of specified securities, but the duration of such warrants should not exceed _____ months from their date of allotment in the public/rights issue. a) 18 b) 9 c) 12 d) 6 Explanation:Warrants may be issued along with a public issue or rights issue of specified securities, and as per SEBI ICDR Regulations, the tenure of such warrants shall not exceed 18 months from their date of allotment in the public/rights issue. 29 / 50 29. ________ is an application that includes an authorization to reserve the application money in the bank account for subscribing to an issue. a) APPA b) ASBA c) USVA d) URBA Explanation:Application Supported by Blocked Amount (ASBA) is an application containing an authorization to block the application money in the bank account, for subscribing to an issue. 30 / 50 30. Is it true or false that derivatives are investment vehicles where people with similar investment objectives come together to pool their money? a) False b) True Explanation:Mutual Funds are investment vehicles where people with similar investment objective come together to pool their money. 31 / 50 31. The non-refundable fees payable to SEBI are prescribed in the SEBI (Substantial Acquisition of shares and takeovers SAST) Regulations for an open offer of above Rs 5000 crore is Rs25 crore plus 001 per cent of the portion of the offer size in excess a) 4 crore b) 2 crore c) 3 crore d) 5 crore Explanation:The non-refundable fees payable to SEBI for an open offer of above Rs 5000 crore, as per SEBI (Substantial Acquisition of Shares and Takeovers – SAST) Regulations, is Rs 25 crore plus 0.01 percent of the portion of the offer size exceeding Rs 5000 crore, subject to a minimum of Rs 3 crore. 32 / 50 32. If a merchant banker intends to make significant changes in its control but fails to inform SEBI about these proposed changes, will this action impact the merchant banker’s certificate of registration? a) No, there will not be any affect as the merchant banker is not required to inform SEBI about such changes b) Yes, it will certainly affect the registration of the merchant banker Explanation:In order to maintain highest levels of transparency, merchant bankers are required to make disclosures regarding issue management and capital adequacy. Regulation 28 states: “A merchant banker shall disclose to SEBI, as and when required, the following information: Any change in the information or particulars previously furnished, which have a bearing on the certificate granted to it”. 33 / 50 33. If the shares are not allotted to the investor, the Merchant Banker must refund the application money within how many days from the date of closure of the issue? a) 15 days b) 21 days c) 7 days d) 30 days Explanation:The issuer and the merchant banker have to ensure that specified securities are allotted and/or application money are refunded within 15 days from the date of closure of the issue. 34 / 50 34. The Qualified Institutional Placement shall be made at a price not less than the average of the weekly high and low of the closing prices of the equity shares of the same class quoted on the stock exchange during the ______ weeks preceding the relevant date. a) 3 b) 2 c) 1 d) 4 Explanation:In a Qualified Institutional Placement (QIP), the price at which the shares are issued must not be less than the average of the weekly high and low of the closing prices of the equity shares of the same class quoted on the stock exchange during the two weeks preceding the relevant date. This ensures that the price offered to institutional investors is fair and reflects the market value of the shares. 35 / 50 35. In cases of devolvement on underwriters, the merchant banker must ensure that the notice for devolvement, containing the obligations of the underwriters, is issued within a period of _____ days from the date of closure of the issue. a) 7 b) 5 c) 15 d) 10 Explanation:In cases where there is a devolvement on underwriters in an issue, the merchant banker must ensure that the notice for devolvement containing the obligation of the underwriters is issued within a period of 10 days from the date of closure of the issue. This requirement ensures timely communication of the obligations and responsibilities of the underwriters in case they need to fulfill their commitment due to undersubscription or other reasons. It provides transparency and clarity in the underwriting process for all involved parties. 36 / 50 36. How can a company repurchase its shares or other specified securities? a) From the existing security-holders on a proportionate basis through the tender offer b) From odd-lot holders c) From the open market through book-building process d) All of the above Explanation:A company shall buy-back its shares or other specified securities using any of the following methods:(a) from the existing security-holders on a proportionate basis through the tender offer;(b) from the open market through (i) book-building process, or (ii) stock exchange;(c) from odd-lot holders. 37 / 50 37. As per the SEBI ICDR Regulations, subject to proper compliance’s with the Act and the Regulations, a public issue or a rights issue may be opened within _____ months from the date of issuance of the observations by SEBI a) 12 b) 6 c) 3 d) 9 Explanation:According to the SEBI Issue of Capital and Disclosure Requirements (ICDR) Regulations, a public issue or a rights issue can be opened within 12 months from the date of issuance of the observations by SEBI, provided that proper compliance with the relevant laws and regulations is ensured. This time frame allows companies a reasonable period to proceed with their planned public or rights issue after receiving the necessary approvals and observations from SEBI. It also ensures that there is not an undue delay in launching the issue once regulatory clearances are obtained. 38 / 50 38. The non-refundable fees payable to SEBI are specified in the SEBI (Substantial Acquisition of Shares and Takeovers – SAST) Regulations for an open offer of above Rs 5000 crore. It is Rs 25 crore plus 0.01 percent of the portion of the offer size exceeding Rs 5000 crore, subject to a minimum of Rs _______. a) 5 crore b) 2 crore c) 4 crore d) 3 crore Explanation:The minimum non-refundable fees payable to SEBI for an open offer of above Rs 5000 crore, as per the SEBI (Substantial Acquisition of shares and takeovers SAST) Regulations, is Rs 1 crore. According to the given information, the fees are calculated as follows: Rs 25 crore plus 0.01 percent of the portion of the offer size in excess of Rs 5000 crore. However, there is a minimum fee applicable, which is Rs 1 crore. So, even if the calculated fee based on the offer size exceeds Rs 1 crore, the minimum fee of Rs 1 crore will be payable. 39 / 50 39. According to SEBI ICDR Regulations, for an initial public offer, the issuer company must have net tangible assets of at least _______ in each of the preceding three full years, with not more than 50% held in monetary assets. a) Rs. 10 crore b) Rs. 5 crore c) Rs. 7.5 crore d) Rs. 3 crore Explanation:As per SEBI ICDR Regulations, for an initial public offer (IPO), the issuer company should have net tangible assets of at least Rs. 3 crore in each of the preceding three full years, of which not more than 50% are held in monetary assets. 40 / 50 40. For the purpose of granting registration to an applicant, SEBI takes into account the criteria for a fit and proper person as outlined in the ____________. a) SEBI ( ICDR ) Regulations b) SEBI (Intermediaries) Regulations c) SEBI (Merchant Banking) Regulations d) SEBI (Underwriters) Regulation, Explanation:The SEBI (Intermediaries) Regulations, 2008 prescribes the procedure for registration of intermediaries, general obligations, inspection and disciplinary proceedings and inter alia, criteria for determining a fit and proper person and code of conduct. 41 / 50 41. Which of the following individuals or entities will not be considered a promoter solely because they hold 20% or more of a company’s equity share capital?1. Category III foreign portfolio investor2. Financial institution3. Mutual Fund4. Scheduled bank a) 2 and 3 b) 2 and 4 only c) 4,1 and 3 only d) 2, 3 and 4 Explanation:A financial institution, scheduled bank, foreign portfolio investor other than Category III foreign portfolio investor and Mutual Fund shall not be deemed to be a promoter merely by virtue of the fact that 20% or more of the equity share capital of the issuer is held by such person. 42 / 50 42. According to SEBI ICDR Regulation, a person will not be considered a promoter solely because they hold 20% or more of the equity share capital of the issuer. This rule applies to which of the following:i) Category III foreign portfolio investorii) Mutual Fundiii) Scheduled commercial bankiv) Financial institution a) i , ii and iii only b) i and ii only c) ii, iii and iv only d) All of the above Explanation:According to SEBI ICDR Regulations, a person will not be considered a promoter solely because they hold 20% or more of the equity share capital of the issuer. This rule applies to Mutual Funds (ii), Scheduled Commercial Banks (iii), and Financial Institutions (iv). Therefore, the correct option is (c) ii, iii, and iv only. 43 / 50 43. Under SEBI (Prohibition of Insider Trading) Regulations, the code of conduct must include guidelines for suitable _________ procedures and processes that allow designated individuals to cross the wall. a) Berlin Wall b) Chinese Wall c) French Wall d) Great Wall Explanation:To prevent the misuse of confidential information the organisation shall adopt a “Chinese Wall” policy which separates those areas of the organisation/firm which routinely have access to confidential information ie. “insider areas” from those areas which deal with sale/marketing/investment advice or other departments providing support services considered public areas. The employees in the insider area shall not communicate any Price Sensitive Information to anyone in the public area. 44 / 50 44. Options give the seller the right, but not the obligation, to sell a specified amount of the underlying asset at a predetermined price on or before a specified date. a) 2.5 b) 4.10 c) 1.3 d) 3.7 Explanation:Options provide the seller with the right (but not the obligation) to sell a specified amount of the underlying asset at a predetermined price (known as the strike price) on or before a specified date (known as the expiration date). This definition aligns with the basic concept of options trading. Therefore, option c) 1.3 is the correct answer. 45 / 50 45. Merchant bankers must keep documents related to due diligence conducted in pre-issue and post-issue activities, as well as in cases of takeover, buy-back, and delisting of securities, preserved for ___ years. a) 3 b) 10 c) 5 d) 7.5 Explanation:Merchant bankers are required to maintain documents related to due diligence conducted in various activities such as pre-issue and post-issue activities, as well as in cases of takeover, buy-back, and delisting of securities, for a period of 5 years. This duration is mandated by regulatory authorities to ensure transparency and accountability in financial transactions and compliance with relevant regulations. Therefore, option c) 5 is the correct answer. 46 / 50 46. A merchant banker, holding a valid registration certificate, is required to pay a fee of ______ every three years to maintain the registration. a) Rs. 7 lakh b) Rs. 9 lakh c) Rs. 3 lakh d) Rs. 6 lakh Explanation:A merchant banker who has been granted a certificate of registration, to keep its registration in force, shall pay a fee of nine lakh rupees every three years. 47 / 50 47. If the issuer chooses the alternate method of book building, the specified securities may be offered to its employees at a price not lower than ______ above the floor price. a) Ten percent b) Fifteen percent c) Five percent d) Twenty percent Explanation:As per the SEBI ICDR Regulations, in case the issuer opts for the alternate method of book building in terms of Part D of Schedule XIII, the issuer may offer the specified securities to its employees at a price not lower than by more than ten percent of the floor price. 48 / 50 48. True or False: Can a merchant banker serve as a lead manager if they are a promoter or director of the issuer of securities? a) True b) False Explanation:Regulation 21A of the SEBI (Merchant Bankers) Regulation requires that a merchant banker shall not be lead manager or associated with any activity undertaken under any regulations made by SEBI, if he is a promoter or a director or an associate of the issuer of securities or of any person making an offer to sell or purchase securities in terms of any regulations made by SEBI. 49 / 50 49. True or False: In India, besides other regulators, Mergers and Acquisitions are also governed by the Competition Act 2002? a) True b) False Explanation:In India, besides other regulators, mergers and acquisitions are indeed governed by the Competition Act 2002. The Competition Act aims to prevent anti-competitive practices, promote fair competition, and regulate combinations (mergers and acquisitions) that may have an adverse impact on competition within India. 50 / 50 50. In accordance with SEBI (Delisting of Equity Shares) Regulations, a company cannot apply for delisting, and no stock exchange can permit it, unless a period of _____ years has passed since the shares were initially listed. a) 2 b) 5 c) 1 d) 3 Explanation:No company shall apply for and no stock exchange shall permit delisting of equity shares of the company:a) Pursuant to Buy Back of equity shares orb) Pursuant to Preferential Allotment orc) Unless a period of 3 years has elapsed since listing ord) Any instrument(s) which are convertible into shares that are sought to be listed are outstanding Your score is 0% Restart quiz Exit