Listing of trading platforms will open up their operations to
scrutiny and set the stage to phase out their regulatory role
By Mohan Sule
A crucial component to attract investors is sanctity of the market.
The term is open ended. It can mean different things to different
people. Symmetrical dissemination of information and severe
punishment to those violating their trust might provide comfort to
the small investors. Institutional investors might want an end to the
discount in the pricing of IPOs to the retail investors and smooth
settlement process. Easing of norms for installing co-location
servers for the split-second advantage in the trading ring might be a
cause of delight for traders. Issuers might list liquidity and a
crackdown on mischief makers spreading rumours to hammer down stocks.
The bottom line is that though there is a consensus that the market
must be fair and transparent, there are varying shades of opinion on
what it means and how to achieve the objective. There is growing
exasperation among companies with stock exchanges seeking
clarification on every news report. Small investors complain about
the preferential treatment given to select analysts by some
companies. Big investors fret about tightening of lock-in on exits
from IPOs, private placement and preferential allotment. In short,
despite the best efforts by stock exchanges and the regulator, there
is no unanimity among the players on whether enough has been done or
more measures are needed to ensure a level-playing field for all
market participants. The other debatable point is who should
undertake the exercise: the capital market watchdog or the stock
exchanges. Both have overlapping authority. Both can seek
explanations from companies for acts that might have an impact on
their stock’s movement. One can eject a company for not following
the listing agreement, while the other can bar a company from raising
funds for indiscipline. The issue has assumed significance following
the go-ahead by the Securities and Exchange Board of India to bourses
offering equity trading to list. 
The primary worry is the collateral damage if stock exchanges become
profit-oriented. Many listed firms that have opted for institutional
capital due to cost-effectiveness have had to concede to the opinions
of these influential shareholders. These companies have to live
quarter by quarter. Till now, stock exchanges might have had the
luxury of taking a hit now and then without angry shareholders
telling them to cut cost and put in more work to increase market
share. Yet, at this point, there is enormous market to tap as India
prepares to embark on a double-digit growth path. The mushrooming of
start-ups opens the door to widen the universe of listed companies
and thereby increase revenues. Setting up a state-of-the-art trading
platform is expensive and support is required of outsiders with deep
pockets. How long can these big-ticket investors sit idle without
expecting to see return on their investments? Funding will promote
better infrastructure and niche platforms for specialized companies.
Well capitalized exchanges might bring down trading cost and benefit
investors. A market-oriented approach will hopefully replace the
current complacent attitude in solving members’ and investors’
problems. Presence of independent representation on the board might
result in better regulatory compliance. 
Then there is the question of conflict of interest. To be sure, Sebi
has put in place restrictions of quality of shareholding and
control to ensure that the operations are run professionally. Listing
on own exchange has been barred. This is puzzling. World over, some
of the biggest bourses are listed and are traded on their own
platform without any doubts about regulatory advantage. Also, what
happens if the NSE makes a bid for the BSE on which it might be
listed? Nasdaq had wanted to take over the derivatives and cash
business of the proposed NYSE Euronext Deutsche Borse, the attempt to amalgamate of two stock exchanges on two different continents that was blocked by the European Union despite winning approval from the US anti-trust regulator. In
fact, the oversight by Sebi will make stock exchanges transparent
about their revenue sources. How much of the income is generated from
algo trades over small lots of ordinary investors? There will be an
opportunity to showcase the firewalls in place to eschew any
breaches. As such, trading platforms should be allowed to have a
wider shareholder base without any restriction on M&As.
Eventually, they should be looked upon as tech companies or
e-commerce ventures offering a meeting place for buyers and sellers.
Regulatory responsibilities should gradually pass on to the market
watchdog, unburdening the exchanges of any monitoring role so as to
enable them to function as organisations whose unique proposition is
using technology to meet the demand of consumers efficiently and
openly. Otherwise, they will be subject to bear hammering and hostile
or friendly acquisition by bigger and better exchanges enjoying
superior discounting.