Friday, January 16, 2015

CHAPTER 2: MALAYSIAN EQUITY MARKETS & TRANSACTIONS







CHAPTER 2
MALAYSIAN EQUITY MARKETS AND TRANSACTIONS

Types of Market and Financial Instrument
Initial Public Offerings (IPOs)
Bursa Malaysia and MESDAQ
Securities Commission
Trading on Bursa Malaysia and MESDAQ
On-line Investing

2.1  INTRODUCTION

In accordance to understand on types of market and financial instrument, we have have to familarise with the term of financial system. A Financial system can be defined as a set of institutional units and markets that play a role in mobilizing funds for investment by providing facilities in a complex commercial activities.

2.2  TYPES OF MARKET AND FINANCIAL INSTRUMENTS

Financial markets can be divided into three main categories: - Money Market, Capital Market and Derivatives Market in which there are various fractions of assets based on level of the risks, the period of maturity and different characteristics.

2.2.1 Money Market

Money market basically consists of the securities or financial instruments that are short-term nature, low risk and marketable. Given below are the financial instruments in the money market:

                Treasury bill
                Certificates of Deposit
                Commercial Paper
                Bankers Acceptance
                Repo & Reverse
                Eurodollar
                Federal Fund
                LIBOR / KLIBOR

A.      Treasury Bill
The government will issue Treasury bills to the public and corporate sectors as their short-term financing. It is a very marketable financial instruments and highest in demand.  This is because the treasury bills is highly liquid, which are easily converted into cash and has low risk.  Apart from that, the interesting features are the profits on purchases of treasury bills for some of the government is exempt from tax.  Investors who are interested to buy the bills are sold at a discounted price which the purchase price is lower than the face value / par. Treasury bills will be sold or handed over to the government when they reach maturity at par.  The difference between the selling price and buying price is the profits earned on these investments.

The maturity of treasury bills was 91 days, 182 days and 52 weeks. Treasury Bills 91 and 182 days are offered by the government on a weekly basis, while Treasury Bills 52 days is offered every month. The selling method of the bills is by auctioning the bills; the highest bidder will get the contract. Individual investors who are interested can get directly through the Treasury bill auction session or make a purchase from the secondary market. The purchase can be requested through the authorised financial dealer / broker.

Suppose you are invested in Treasury Bills with face value of     RM10,000.00 at a discounted price RM 9,500.00. The bills are due in 6 months from today (Maturity period of Treasury bills 182 days). As the result, the earnings of those instrumentswere:


Profit = Selling Price – Cost Price
         = RM10, 000 - RM9, 500
         = RM500

Effective Rate =          Total Profit__
                              Amount invested
=     500
     9,500
= 0.0526%  @ 5.26% within 6 months.


B.      Certificates of Deposit 

Certificate of deposit is similar to fixed deposit in the bank.  It is different from the regular deposits (saving accounts) because the certificate of deposit has a specific maturity date as agreed between investors and bankers.  During maturity period, the investor will gain return on principal and interest of the certificate of deposit. This certificate can be transferred or sold to other investors if those investors need to cash their certificate before it reached maturity.

  
C.      Commercial Paper

The large companies (blue chip Company) will usually produce short-term debt notes called commercial paper as collateral for loans to avoid making loans directly from financial companies. Commercial paper is a note which will be supported by any bank to ensure the company which issued the note will be able to make payment on the maturity of the promissory note.

Usually, the maturity of commercial paper is 270 days while the promissory notes will have longer maturity period and it should register at the Securities Commission. Nevertheless, the promissory notes with more than 270 days maturity period are rarely issued.  The commercial paper is one of the most reliable financial assets because of their short maturity which allows investors to evaluate the performance of its issuer.

International rating companies like Moody's Investor Services, Standard & Poor's Corporation, Finch, and Solomon Brothers Investor Services are those who are graded and rated the level of trade paper which available in the market. Rating is very important because it acts as an indicator on the performance of the companies issuing the promissory notes.

 D.      Banker's Acceptance

The customer of the bank will order the bank to make a specified sum of money on a specified date to a named person or the bearer of the draft.   Usually the customer will order the bank to pay the banker’s acceptance at a future date, typically within six months.   At this stage, it is like a post-dated check.  When the bank endorses the order for payment as "accepted", it becomes a liability to the bank to pay the holder of the acceptance.  Normally, these notes are sold at a discounted value just like a treasury bills and available in the secondary market.

 E.       Repo & Reverse

A repo is quite similar to a secured loan, where it has a short term of maturity period and involves government securities.  Usually it has a one-day maturity transaction, thus the investors will gain the profit overnight when the government will pay at a higher price for the next day.  By the way of explanation, the purchase of this instrument with the agreement to sell them at a higher price at a specific future dates in order to raise short-term capital.

As for 30 days of loan, term repo will be issued by the government. Both types of these repo instruments are reliable financial instruments because they are secured and guaranteed by the government securities.
F.       Eurodollar

Eurodollar deposits refer to the denomination (currency) of certain country which available at foreign banks or local bank branches in the foreign countries.  Consequently, this type of deposits is subject to comply with that country's central bank.  Investors will receive interest on these deposits as savings in the fixed deposit account or a Certificate Of Deposit.

 G.     Federal Fund

Every bank which operates in an economy is required to make the reserve deposit (savings) in the Central Bank or the Federal Reserve System. The total reserves that imposed on a bank aredepending on the amount of deposits of the customers.  The purpose for this reserve is to protect the interests of customers in the event of an undesirable risk to the bank.

Furthermore, this accumulated deposit known as the Federal Fund shall be used as a loan by any bank that has insufficient funds to avoid an overdraft of their reserve account, hence to cover their deficiencies in the short-term period and available for immediate spending.  Normally, these loans are made for one day only, that is overnight and the rate is known as the Federal Funds Rate. 

 H.     LIBOR / KLIBOR

LIBOR is the acronym for London Interbank Offered Rate (Interbank Lending Rates at London) and KLIBOR refers to the Kuala Lumpur Inter Bank Offered Rate (Interbank Lending Rates in Kuala Lumpur).  The Kuala Lumpur Interbank Offered Rate is the average interest rate at which term deposits are offered between prime banks in the Malaysian wholesale money market or interbank market. It can best described as a benchmark for the short-term interest rate on loans that set by the major banks to their borrowers (other banks) that need funding.  In other words, any bank that needs to raise their capital may borrow from any bank and the interest on loan is based on LIBOR or KLIBOR (if in Malaysia).


Rate of Return in Money Market Instruments.

As mention above, the instruments in the Money Market is a low risk investment. Though, it does not mean that the instruments are free from any risk. Therefore, investors should make thorough and wise judgement and attention in making decisions on investments of the securities that are discussed earlier. As for rate of return on investment in these instruments, it is lower than the rate of return on investment in the Capital Market instruments.


2.2.2  Capital Markets

As we discussed earlier, the money market instruments have a short-term investment period as compared to capital market instruments, which have a long-term investment period. Therefore, it relatively exposed to the highest risk, and offers higher rate of return than money markets.

Respectively, capital markets give a significant contribution to the economic and industrial development.  This is because the existence of long-term funding to enable the surplus can be transferred to those in need of additional funds.  Given below are the examples of capital market instruments such as bond and share.

A.      Bonds

Bonds are long-term debt securities issued either by governments or large companies in order to obtain funds without making any bank loans or issuing new shares. Bond offers benefits to those who publish them because there are no monthly installment payments such as bank loans.  In addition, it provides the issuer with the external funds to finance long-term investments for a company and for government, to finance current expenditure.  The bondholders do not have any right to vote or act as a proxy in an organisation or a company.

Since the government is refrain from issuing shares (as the government is not a company), then issuing bonds is one of the alternative used by the government to obtain source of long-term fund other than bank loans or the International Monetary Fund (IMF). However for the investors, they will get the return or fixed interest rate every year for the duration of bond holdings. Payment of interest on the bonds may be just once a year, 2 times a year or every quarter of the year, depending on the terms stated in the contract.  Interest rates on bonds are known as the coupon rate.

The bonds that available in the market today are government bonds, corporate bonds, municipal bonds, international bond, convertible bond, mortgage bonds and loans from federal agencies.


I) Treasury Bonds :Usually Treasurybond that issued and sold by the government has a maturity   period between 10 to 30 years with a minimum face value of RM1, 000.00 or   higher.  Investors will receive a coupon rate once or more in a year. Normally, the   government will make an early call for repayment of the bonds at face or par value,   for example 5 years earlier than the maturity date.  With this, the government did not have to pay the coupon rate for the next 5 years. Since these bonds are   issued by the government of a country, then the risk is relatively lower as compared   to other bonds.                In order to attract investors, there is some countries offer tax exemption on income from investments in treasury bonds.

 ii. Corporate Bonds :Issued by private companies or large corporations as a direct source of long-term    financing from the households’ investor.  Corporate bonds are more risky as     compared to government bonds.  Corporate bonds can be divided into three     categories namely secured bonds, debentures and subordinate debentures.
  
iii. Municipal Bond: Bonds are issued by state or local government. Some of the bonds offer tax exemption on revenue and profits on investments. Other features of the bond are similar to treasury bonds as we discussed earlier.

 iv. Convertible Bond: Convertible Bond is the only bond that allows the issuer to change the status of the bond. Thus, investors who previously bought the bond will become a shareholder of the company and entitled to receive an annual dividend.


B.      Shares

Investment in shares is a long-term investment. This is because the shares have no maturity period, and it continues to exist as long as the companies still exist. Shares can be divided into two types: ordinary shares and preference shares. Ordinary share is a financial instrument that represents ownership of a company.

Common stockholders are the true owners of the company and have the right to vote and determine the direction of the company in the future. Apart from having the right to vote, they are also entitled to earn any dividends or profits of the company, however, the dividends of ordinary shares is flexible due to profit arise. Therefore if the company suffered a loss, the liability of shareholders is limited to the number of shares they invested in.

The ordinary shareholders will have the right to make a claim on company’s property when all the debts have been settled. Although common shareholders bear more risk than preference shareholders, they have more control and can reap greater benefits in the form of dividends (the dividend of ordinary shares is not fixed) and increase in the value of shares.

                                Preference shares have different characteristics as compared to ordinary shares, in terms of dividends; preference shares receive fixed dividend payments during the holding period. At the same time, if the company experienced bankruptcy, property claims will be paid to ordinary shareholders.  The preference shareholders entitled to namely fixed dividends and also able to receive an additional dividend at the specified rate after dividend to ordinary shareholders is amortised.  This type of shares entitled to be paid its dividend twice.

                                Today, the ordinary shares in public limited companies can be traded in the open market at the worldwide stock exchange and it is growing rapidly. In Malaysia, the stock market traded at the Kuala Lumpur Stock Exchange (KLSE)


2.2.3   Derivatives Market

          One of the markets that are blooming in today’s environment of investment is the Derivatives Market. Derivatives markets can be described as where a financial instrument is pegged to the value of an asset or commodity basis. These markets have been introduced since 1975 and are very useful as a way to safeguard the value of commodity price changes dramatically. These positive market developments will encourage more assets to be traded including stocks, bonds, commercial papers and, etc. The return on this investment is depending on the performance of the movement of underlying asset price. The basic instruments in the Derivatives Market are the Option, Forward and Futures. (Further discussion in Chapter 7)
Types of Markets and instruments available.


  
2.2.4  Differentiate between Money Market and Capital Market
Based on early discussion, the Money Market and Capital Marketcan be distinguished on the basis as follows:-
1. Maturity Period:
The money market instruments deals in the lending and borrowing or investing of short-term finance (i.e., for one year or less), while the capital market deals in the lending and borrowing or investing of long-term finance (i.e., for more than one year).
2. Credit Instruments:
The main credit instruments of the money market are certificates of deposits, bankers' acceptance, repurchase agreements, commercial paper and bills of exchange. On the other hand, the main instruments used in the capital market are stocks, shares, debentures, bonds, securities of the government.
3. Risk and Return Exposure:
There are more speculations in the capital market as compare to the money market because capital market offers longer maturity periods on the credit instruments. Moreover, higher returns are paid on the securities traded in thecapital market to compensate the higher risk.
Risk is slightly lower in Money market hence the maturity of one year or less gives little time for a default to occur.
4. Purpose of Loan:
In terms of financing purposes, the money market meets the short-term credit needs of business especially to provide working capital to cover short term operating cost for the business but, the capital market, on the other hand, caters the long-term credit needs of the industrialists and provides fixed capital to buy land, machinery, etc.
Dimension
Money Market
Capital Market
Maturity Period
Short-term financing (one year or less)
Long-term financing
Credit Instrument
T-bill, Bankers Acceptance, Certificate of Deposit, Repo & Reverse, etc.
Stock, Share, Debenture, Bond
Risk and Return Exposure
Low
High
Purpose of Loan
Financing for working capital
To finance fixed capital
Table: The differences between Money Market and Capital Market.


2.3  INITIAL PUBLIC OFFERING (IPO)

Initial Public Offerings (IPOs) is refers to the process of selling stock by a private company to the public at the first time.   Normally, IPOs are often issued by smaller or younger companies seeking for additional capital to expand their business. In investment, IPO also known as ‘going public’.

In an IPO, the issuer obtains the assistance of an underwriting firm which is investment bank, which helps the company to determine what type of security to issue (common or preferred). 

At the same time, this institution will determine the best offering price and the right time for the shares to enterthe market.


2.3.1     The Procedure involved in IPO
The listing procedure in Bursa Malaysia can be divided into two different categories, Main Market and ACE Market. These two new markets were introduced by Bursa Malaysia on 3rd August 2009 as a replacement of Main Board, Second Board and MESDAQ Market in Bursa Malaysia.

MAIN MARKET – merging of Main Board and Second Board
ACE MARKET – revamp of MESDAQ Market

 



This new framework for listings and equity fund-raisings is aimed at allowing efficient access to capital and investments, as well as making Bursa Malaysia a more attractive platform for Malaysian and foreign companies.
There is a significant shift in the regulatory approach with regards to listings and equity fund-raisings. This shift to a more market-based regulatory approach is to ensure greater efficiency and competitiveness without compromising on investor protection.  At the same time it will help the Security Commission in terms of monitoring the corporate governance.
Main Market application requires:-
         i.            The Company’s prospectus to be registered with the SC and the commission will generally complete its assessment and register the IPO prospectus within 60 working days from the date of a full and complete application. (As stated under Section 212 of the Capital market and Service Act 2012).

       ii.            Comply with the Equity Guidelines and the applicant’s directors and substantial shareholders are free from any adverse records and corporate governance issues.

      iii.            The IPO prospectus will be reviewed for adequacy of disclosure and compliance with Prospectus Guidelines- Equity and Debt.


2.3.2    The reasons for IPO

         i.            Alternative source of financing
An alternative financing option from conventional bank loans, which are costly & require fixed terms of repayment.  Capital from new shareholders at minimal/ no cost (save for administrative cost).

       ii.            Ability to grow
Growth opportunities with new capital outlay generated from shares.

      iii.            Enhanced image and status of company
Preference often given to listed companies in awarding major projects as they are generally viewed to be more stable and financially viable than private held companies.

     iv.            Enhanced Liquidity
Liquidity of securities greatly enhanced since quoted securities are easily tradable & potentially trades at premium. Quoted securities tend to be accepted by lenders as collateral.

       v.            Ability to attract and retain quality employees
Companies are able to attract and retain quality staff & professionals.

Table shows the IPO’s in Bursa Malaysia in year 2012
NAME OF COMPANY
(Stock Code / Stock Short Name)
OFFER PERIOD
ISSUE PRICE
(Per
Ordinary Share)
NO OF SHARES
LISTING
SOUGHT
DATE OF
LISTING

Opening
Public
Issue (Mil)
Offer
For Sale
(Mil)
Private Placement
(Mil)
Astro Malaysia Holdings Berhad
- Retail Offering
- Institutional Offering
(6399/ASTRO)
21-09-12
RM 3.00


259.8

214.4

-
1,044

-
Main Market
(Trading / Services)
19-10-2012
27-08-12
RM 1.25
-
670
-
Main Market
(REITS)
21-09-2012
Datasonic Group Berhad
(5216/DSONIC)
03-08-12
RM 2.00
20
up to 7.9
1.85
Main Market
03-09-2012
Pasukhas Group Berhad
(0177/PASUKGB)
02-08-12
RM 0.12
90
-
55
ACE Market
(Trading / Services)
29-08-2012
31-05-12
RM 4.55
980
1,208
N/A
Main Market
28-06-2012
Source: Bursa Malaysia; Initial Public Offering; Last updated: 13 Dec 2012


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