fund raising options for your business raising... · on behalf of idbi/sidbi in addition to special...
TRANSCRIPT
1 | P a g e AARYA BUSINESS CONSULTANCY
Fund Raising Options for your business
1. Introduction
All commercial organisation need finance to commence, continue well as expand its
operations. The finance is the lifeline of any business. The financing needs and the mode
of financing of entities vary depending upon their size, nature of operations and
structure of business organisation. An entity may raise funds for different purposes
depending on the time periods ranging from very short to fairly long duration. The total
amount of financial needs of a company depends on the nature and size of the business.
The scope of raising funds depends on the sources from which funds may be available.
There must be continuous flow of funds in and out of business. Sound plans, efficient
production and marketing are all dependent on smooth flow of finance. Hence, a
financial plan needs to be prepared, which indicates the requirements of finance,
sources for raising the finance and the application of funds. Financial planning for
starting a business begins with estimating the total amount of capital required by the
firm for the various need of the business.
Therefore, the financial plans of an enterprise should be formulated by taking into
consideration the following factors :-
The financial objectives of the entity
Nature and size of the business
The image and credit-worthiness of the enterprise
Growth and expansion plans
Capital market trends
Government regulations
The business forms of sole proprietor and partnership have limited opportunities for
raising funds. They can finance their business by the following means :-
Investment of own savings
Raising loans from friends and relatives
Arranging advances from commercial banks
2 | P a g e AARYA BUSINESS CONSULTANCY
Borrowing from finance companies
However, Companies can Raise Finance by a Number of Methods. To Raise Long-Term
and Medium-Term Capital, they have the following options:-
2. Modes of Corporate Financing
2.1 Issue of Shares
It is the most important method. The liability of shareholders is limited to the face value
of shares, and they are also easily transferable. A private company cannot invite the
general public to subscribe for its share capital and its shares are also not freely
transferable. But for public limited companies there are no such restrictions. There are
two types of shares :-
Equity shares :- the rate of dividend on these shares depends on the profits
available and the discretion of directors. Hence, there is no fixed burden on the
company. Each share carries one vote.
Preference shares :- dividend is payable on these shares at a fixed rate and is
payable only if there are profits. Hence, there is no compulsory burden on the
company's finances. Such shares do not give voting rights.
The company planning to raise funds by issuing shares should be aware of the
regulations under Companies Act and SEBI’s regulations regarding issue of shares.
Moreover, company’s article and memorandum of association should permit such issue
and if not, should be adequately modified.
2.2 Venture Capital Funding
Venture capital is a means of equity financing for rapidly-growing private
companies. Finance may be required for the start-up, development/expansion or
purchase of a company. Venture Capital firms invest funds on a professional basis,
often focusing on a limited sector of specialization (eg. IT, infrastructure, health/life
sciences, clean technology, etc.)
3 | P a g e AARYA BUSINESS CONSULTANCY
The goal of venture capital is to build companies so that the shares become liquid
(through IPO or acquisition) and provide a rate of return to the investors (in the
form of cash or shares) that is consistent with the level of risk taken.
With venture capital financing, the venture capitalist acquires an agreed proportion
of the equity of the company in return for the funding. Equity finance offers the
significant advantage of having no interest charges. It is "patient" capital that seeks
a return through long-term capital gain rather than immediate and regular interest
payments, as in the case of debt financing. Given the nature of equity financing,
venture capital investors are therefore exposed to the risk of the company failing. As
a result the venture capitalist must look to invest in companies which have the
ability to grow very successfully and provide higher than average returns to
compensate for the risk.
When venture capitalists invest in a business they typically require a seat on the
company's board of directors. They tend to take a minority share in the company
and usually do not take day-to-day control. Rather, professional venture capitalists
act as mentors and aim to provide support and advice on a range of management,
sales and technical issues to assist the company to develop its full potential.
Venture capital has a number of advantages over other forms of finance, such
as:
It injects long term equity finance which provides a solid capital base for
future growth.
The venture capitalist is a business partner, sharing both the risks and
rewards. Venture capitalists are rewarded by business success and the
capital gain.
The venture capitalist is able to provide practical advice and assistance to the
company based on past experience with other companies which were in
similar situations.
The venture capitalist also has a network of contacts in many areas that can
add value to the company, such as in recruiting key personnel, providing
contacts in international markets, introductions to strategic partners, and if
needed co-investments with other venture capital firms when additional
4 | P a g e AARYA BUSINESS CONSULTANCY
rounds of financing are required.
The venture capitalist may be capable of providing additional rounds of
funding should it be required to finance growth.
In India, the venture capital funds (VCFs) can be categorised into the following
groups:-
Those promoted by the Central Government controlled development finance
institutions, for example:-
ICICI Venture Funds Ltd.
IFCI Venture Capital Funds Limited (IVCF)
SIDBI Venture Capital Limited (SVCL)
Those promoted by State Government controlled development finance
institutions, for example:-
Gujarat Venture Finance Limited (GVFL)
Kerala Venture Capital Fund Pvt Ltd.
Punjab Infotech Venture Fund
Hyderabad Information Technology Venture Enterprises Limited
(HITVEL)
Those promoted by public banks, for example:-
Canbank Venture Capital Fund
SBI Capital Markets Limited
Those promoted by private sector companies, for example:-
IL&FS Trust Company Limited
Infinity Venture India Fund
Those established as an overseas venture capital fund, for example:-
Walden International Investment Group
5 | P a g e AARYA BUSINESS CONSULTANCY
SEAF India Investment & Growth Fund
BTS India Private Equity Fund Limited
Governing Regulations: Securities and Exchange Board of India (Venture Capital
Funds) Regulations 1996 and Securities and Exchange Board of India (Foreign
Venture Capital Investors) Regulations 2000 lays down the overall regulatory
framework for the registration and operations of venture capital funds in India.
Besides, there are many other regulations that directly or indirectly regulate
venture capital funding in India. Some of these are:
2.3 Private Equity Funding
Private equity fund is a pooled investment vehicle used for making investments in
various equity securities (and to a lesser extent debt) according to one of the
investment strategies associated with private equity. Private equity funds are typically
limited partnerships with a fixed term of 10 years (often with annual extensions). At
inception, institutional investors make an unfunded commitment to the limited
partnership, which is then drawn over the term of the fund. A private equity fund is
raised and managed by investment professionals of a specific private equity firm (the
general partner and investment advisor). Typically, a single private equity firm will
manage a series of distinct private equity funds and will attempt to raise a new fund
every 3 to 5 years as the previous fund is fully invested.
There are no legal and regulatory differences between venture capital and private
equity and therefore, the regulatory framework for venture capital as discussed above
are applicable tro private equity as well.
2.4 Issue of Debentures
Companies generally have powers to borrow and raise loans by issuing debentures. The
rate of interest payable on debentures is fixed at the time of issue and are recovered by
a charge on the property or assets of the company, which provide the necessary security
for payment. The company is liable to pay interest even if there are no profits.
Debentures are mostly issued to finance the long-term requirements of business and do
not carry any voting rights.
6 | P a g e AARYA BUSINESS CONSULTANCY
2.5 Loans from Financial Institutions
Long-term and medium-term loans can be secured by companies from financial
institutions like the Industrial Finance Corporation of India, Industrial Credit and
Investment Corporation of India (ICICI) , State level Industrial Development
Corporations, etc. These financial institutions grant loans for a maximum period of 25
years against approved schemes or projects. Loans agreed to be sanctioned must be
covered by securities by way of mortgage of the company's property or assignment of
stocks, shares, gold, etc.
2.6 Loans from Commercial Banks
Medium-term loans can be raised by companies from commercial banks against the
security of properties and assets. Funds required for modernisation and renovation of
assets can be borrowed from banks. This method of financing does not require any legal
formality except that of creating a mortgage on the assets.
2.7 Public Deposits
Companies often raise funds by inviting their shareholders, employees and the general
public to deposit their savings with the company. The Companies Act permits such
deposits to be received for a period up to 3 years at a time. Public deposits can be raised
by companies to meet their medium-term as well as short-term financial needs. The
increasing popularity of public deposits is due to :-
The rate of interest the companies have to pay on them is lower than the interest
on bank loans.
These are an easier method of mobilising funds than banks, especially during
periods of credit squeeze.
They are unsecured.
Unlike commercial banks, the company does not need to satisfy credit-
worthiness for securing loans.
2.8 Reinvestment of Profits
7 | P a g e AARYA BUSINESS CONSULTANCY
Profitable companies do not generally distribute the whole amount of profits as
dividend but, transfer certain proportion to reserves. This may be regarded as
reinvestment of profits or ploughing back of profits. As these retained profits actually
belong to the shareholders of the company, these are treated as a part of ownership
capital. Retention of profits is a sort of self financing of business. The reserves built up
over the years by ploughing back of profits may be utilised by the company for the
following purposes :-
Expansion of the undertaking
Replacement of obsolete assets and modernisation.
Meeting permanent or special working capital requirement.
Redemption of old debts.
2.9 Loan from State Financial Corporation.
State Financial Corporations (SFCs) are state-level financial institutions, operating as
regional development banks playing a crucial role in the development of small and
medium enterprises in the states concerned in tandem with national priorities. There
are 18 SFCs in the country, of which 17 were set up under the SFCs Act 1951. Tamil
Nadu Industrial Investment Corporation Ltd. established in 1949 under the Companies
Act as Madras Industrial Investment Corporation, also functions as a SFC.
SFCs provide financial assistance by way of term loans, direct subscription to
equity/debentures, guarantees, discounting of bills of exchange and seed/ special
capital. The SFCs operate a number of schemes of refinance and equity type assistance
on behalf of IDBI/SIDBI in addition to special schemes for artisans and special target
groups such as SC/ST, women, ex-servicemen, physically handicapped, etc.
2.10 Asset securitisation.
Asset securitisation is a mode of raising finance wherein entity creates an SPV and
transfers assets in it which inturn issues securities which are backed by these assets.
The claim in such cases is on assets, and not on the entity. Hence, it is known as asset-
based funding
8 | P a g e AARYA BUSINESS CONSULTANCY
2.11 EXIM Bank
Export-Import Bank of India is the premier export finance institution of the
country, set up in 1982 under the Export-Import Bank of India Act 1981. Exim
Bank offers the following Export Credit facilities, which can be availed of by
Indian companies.
Pre-shipment credit
Exim Bank's Pre-shipment Credit facility, in Indian Rupees and foreign currency,
provides access to finance at the manufacturing stage - enabling exporters to
purchase raw materials and other inputs.
Supplier's Credit
This facility enables Indian exporters to extend term credit to importers
(overseas) of eligible goods at the post-shipment stage
For Project Exporters
Indian project exporters incur Rupee expenditure while executing overseas
project export contracts i.e. costs of mobilisation/acquisition of materials,
personnel and equipment etc. Exim Bank's facility helps them meet these
expenses.
For Exporters of Consultancy and Technological Services
Exim Bank offers a special credit facility to Indian exporters of consultancy and
technology services, so that they can, in turn, extend term credit to overseas
importers.
Guarantee Facilities
Indian companies can avail of these to furnish requisite guarantees to facilitate
execution of export contracts and import transactions.
2.15 International Financing
India presents a vast potential for overseas investment and is actively encouraging the
entrance of foreign players into the market. India has among the most liberal and
transparent policies on FDI among the emerging economies.
Foreign Portfolio Investments
9 | P a g e AARYA BUSINESS CONSULTANCY
With respect to Foreign Portfolio Investments, FIIs must register themselves with
India’s Securities Exchange Board of India or SEBI and comply with the exchange
control regulations of the RBI. Thus, India allows Foreign Pension Funds, Mutual Funds,
investment trusts, asset management companies, nominee companies, and
incorporated/institutional portfolio managers or their power of attorney holders to
invest in India as FIIs. FIIs are allowed to invest in securities traded in primary and
secondary capital markets in India under the portfolio investment scheme. These
include shares, debentures, warrants, units of mutual funds, government securities and
derivative instruments
ADRs/GDRs/FCCBs
Another important area of financing is the ADRs/GDRs/ FCCB route for qualifying
Indian companies. Thus, these Indian companies can raise foreign equity through either
of these routes which would form part of the FDI equity caps. This apart, there is the
choice of investing in India through the preference share route. Foreign investment
through convertible preference shares is treated as FDI. These investments can be made
either through the automatic route or the Government approval route.
ECBs
Finally, India also allows External Commercial Borrowings (ECBs), for qualified Indian
companies. Debts raised in foreign currency fall within the definition of ECBs, and are
regulated by India’s Ministry of Finance and the RBI. ECBs can be approved through the
automatic route as well as the approval route. ECBs can be availed by corporates
registered under the Indian Companies Act except for financial intermediaries and must
be availed from an internationally recognized source, export credit agencies, suppliers
of equipment, foreign collaborators and foreign equity holders
10 | P a g e AARYA BUSINESS CONSULTANCY
International Financial Institutions :- like World Bank and International Finance
Corporation (IFC) provide long-term funds for the industrial development all over the
world. The World Bank grants loans only to the Governments of member countries or
private enterprises with guarantee of the concerned Government. IFC was set up to
assist the private undertakings without the guarantee of the member countries. It also
provides them risk capital.
2.16 Leasing Companies
Manufacturing companies can secure long-term funds from leasing companies. For this
purpose a lease agreement is made whereby plant, machinery and fixed assets may be
purchased by the leasing company and allowed to be used by the manufacturing
concern for a specified period on payment of an annual rental. At the end of the period
the manufacturing company may have the option of purchasing the asset at a reduced
price. The lease rent includes an element of interest besides expenses and profits of the
leasing company.
2.17 Retained Profits or Reinvestment of Profits
An important source of long-term finance for ongoing profitable companies is the
amount of profit which is accumulated as general reserve from year to year. To the
extent profits are not distributed as dividend to the shareholders, the retained amount
can be reinvested for expansion or diversification of business activities. Retained profit
is an internal source of finance. Hence it does not involve any cost of floatation which
has to be incurred to raise finance from external sources.
3.18 Special Financial Institutions
A large number of financial institutions have been established in India for providing
long-term financial assistance to industrial enterprises. There are many all-India
institutions like Industrial Finance Corporation of India (IFCI); Industrial Credit and
Investment Corporation of India (ICICI); Industrial Development Bank of India(IDBI)
, etc. At the State level, there are State Financial Corporations (SFCs) and State Industrial
Development Corporations (SIDCs). These national and state level institutions are
known as 'Development Banks'. Besides the development banks, there are several other
11 | P a g e AARYA BUSINESS CONSULTANCY
institutions called as 'Investment Companies' or 'Investment Trusts' which subscribe to
the shares and debentures offered to the public by companies. These include the Life
Insurance Corporation of India (LIC); General Insurance Corporation of India
(GIC); Unit Trust of India (UTI) , etc
3. Modes of Short-Term Capital Financing
3.1 Trade Credit
Companies buy raw materials, components, stores and spare parts on credit from
different suppliers. Generally suppliers grant credit for a period of 3 to 6 months, and
thus provide short-term finance to the company. Availability of this type of finance is
connected with the volume of business. When the production and sale of goods increase,
there is automatic increase in the volume of purchases, and more of trade credit is
available.
3.2 Factoring
The amounts due to a company from customers, on account of credit sale generally
remains outstanding during the period of credit allowed i.e. till the dues are collected
from the debtors. The book debts may be assigned to a bank and cash realised in
advance from the bank. Thus, the responsibility of collecting the debtors' balance is
taken over by the bank on payment of specified charges by the company. This method of
raising short-term capital is known as factoring. The bank charges payable for the
purpose is treated as the cost of raising funds.
3.3 Discounting Bills of Exchange
This method is widely used by companies for raising short-term finance. When the
goods are sold on credit, bills of exchange are generally drawn for acceptance by the
buyers of goods. Instead of holding the bills till the date of maturity, companies can
discount them with commercial banks on payment of a charge known as bank discount.
The rate of discount to be charged by banks is prescribed by the Reserve Bank of India
12 | P a g e AARYA BUSINESS CONSULTANCY
from time to time. The amount of discount is deducted from the value of bills at the time
of discounting. The cost of raising finance by this method is the discount charged by the
bank.
3.4 Bank Overdraft and Cash Credit
It is a common method adopted by companies for meeting short-term financial
requirements. Cash credit refers to an arrangement whereby the commercial bank
allows money to be drawn as advances from time to time within a specified limit. This
facility is granted against the security of goods in stock, or promissory notes bearing a
second signature, or other marketable instruments like Government bonds. Overdraft is
a temporary arrangement with the bank which permits the company to overdraw from
its current deposit account with the bank up to a certain limit. The overdraft facility is
also granted against securities. The rate of interest charged on cash credit and overdraft
is relatively much higher than the rate of interest on bank deposits
Accounts Receivable Financing
Under it, the accounts receivable of a business concern are purchased by a financing
company or money is advanced on security of accounts receivable. The finance
companies usually make advances up to 60 per cent of the value of the accounts
receivable pledged. The debtors of the business concern make payment to it which in
turn forwards to the finance company.
Customer Advance
Manufacturers of goods may insist the customers to make a part of the payment in
advance, particularly in cases of special order or big orders. The customer advance
represents a part of the price of the products that have been ordered by the customer
and which will be delivered at a later date.