NISM SERIES IX

Merchant Banking

Merchant banker certification — issue management, IPO process, M&A, takeovers, buybacks, delisting, and SEBI ICDR.

30 free questions 500 in app Mock test: 100 Qs Negative marking: 0.25 Start Free Quiz →

Exam Pattern & Marking

Questions
100
Duration
120 min
Pass mark
60%
Negative
−0.25
Total marks
100
Validity
3 yrs
Multiple-choice questions, conducted at NISM-empanelled centres or remote-proctored online.
Exam fee: ₹1,500 + GST (varies for some series).
Each wrong answer deducts 0.25 marks. Skipping doesn't penalise.
Certificate valid 3 years; renewable via CPE programme or re-exam.

Detailed Syllabus

8 chapters · 100 total marks

# Chapter Marks Practice Qs
1 Issue Management - Process and Underwriting 18 90
2 Introduction to Merchant Banking 15 75
3 Issue Management - General Obligations and Due Diligence 15 75
4 Mergers, Acquisitions and Takeovers 15 75
5 Registration, Code of Conduct and General Obligations 15 75
6 Disinvestment, Buyback and Delisting 10 50
7 Introduction to the Capital Market 7 35
8 Issue Management - Important Terms 5 25
Total 100 500

Marks per chapter reflect the official NISM syllabus weightage. Practice question counts show the bank size in our app — use them to gauge depth of preparation needed per chapter.

Key Knowledge Areas

Issue management
M&A and takeovers
Buyback & delisting
Due diligence
Code of conduct

Overview

Series IX is the merchant banker certification — required for staff at SEBI-registered Category I merchant bankers handling IPOs, FPOs, rights issues, M&A, takeovers, buybacks, and delisting.

At a glance: 100 questions · 2 hours · 60% pass mark · 0.25 negative marking · ₹1,500 + GST.

Who should take IX

  • IB / merchant banking professionals
  • Capital markets advisory staff
  • Compliance officers at merchant banks
  • Equity capital markets (ECM) bankers

Key Knowledge Areas

Issue management lifecycle

Pre-issue: Due diligence → DRHP filing → SEBI observations → RHP filing → roadshow.

Issue: Anchor investor allocation → bid period (3-7 days) → price discovery → basis of allotment.

Post-issue: Listing → stabilisation period → ongoing LODR compliance.

SEBI ICDR Regulations 2018

Key thresholds:

  • Minimum public shareholding 25% within 3 years of listing
  • Lock-in: promoter contribution 20% locked for 18 months (up from 3 years previously); rest 6 months
  • IPO grading optional since 2014
  • Anchor allocation up to 60% of QIB portion

Mergers & acquisitions

Types of M&A vehicles:

  • Merger — combining two entities under sec 230-232 Companies Act 2013
  • Demerger — spinning off a division, tax-neutral if conditions met
  • Slump sale — selling a unit as a going concern
  • Asset purchase — buying specific assets

SEBI SAST (Takeover) Regulations 2011

Trigger thresholds:

  • 25%: open offer mandatory (acquiring direct/indirect)
  • 5%/year: creeping acquisition cap
  • 75%: minimum public shareholding compliance

Key Fact: Open offer must be for at least 26% of voting capital, priced at the higher of negotiated price, average of recent traded prices, or 60-day VWAP.

Buyback & delisting

  • Buyback — Tender or open market route, subject to 25% paid-up capital limit
  • Delisting — voluntary (reverse book-building) or compulsory (regulatory)

Code of conduct

Merchant bankers cannot use confidential information, must avoid conflicts of interest, and ensure full disclosure in offer documents. Heavy SEBI enforcement.

Exam Tips

Tip 1: ICDR Regulations specifics (lock-in periods, anchor allocation, MPS rules) are guaranteed exam topics.

Tip 2: SAST Regulations trigger thresholds (25%, 5%, 75%) and open offer pricing rules carry 8+ marks.

Tip 3: Buyback regulations under both Companies Act and SEBI come up. Know the differences and the 25% cap rationale.

Tip 4: Recent SEBI circulars on confidential pre-filing, T+3 listing, and IPO process changes appear. Stay current.

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