NISM Series II-A Syllabus: Registrars and Transfer Agents (Corporate)
All 15 chapters of the Registrars and Transfer Agents (Corporate) workbook, with the weightage each carries in the exam.
The NISM Series II-A workbook has 15 chapters. The first five cover the securities an RTA deals with: equity, debt, other securities and mutual funds. Chapter 6 covers SEBI and the regulations that govern RTAs. Chapters 7 to 10 cover public issues and the RTA's role in them, chapters 11 and 12 cover depositories, and the last three cover the RTA's work with investors, secondary market transactions and client servicing.
NISM publishes a weightage for every chapter. The paper is 100 questions of 1 mark each, so a chapter's weightage is also the number of marks it is worth.
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Chapter weightage
From the workbook's own chapter-wise weightage table. Weightage is a percentage of the 100-mark paper.
| Chapter | Weightage (marks) |
|---|---|
| 1. Introduction to Securities | 3 |
| 2. Characteristics of Equity Shares | 6 |
| 3. Characteristics of Debt Securities | 6 |
| 4. Characteristics of Other Securities | 3 |
| 5. Basics of Mutual Funds | 3 |
| 6. SEBI: Role and Regulations | 14 |
| 7. Public Offer of Securities | 5 |
| 8. Modes of Allotment of Shares other than Public Offers | 2 |
| 9. Processes related to Public Offering of Shares | 8 |
| 10. Roles and Responsibilities in a Public Issue | 6 |
| 11. Depository Services | 6 |
| 12. Processes related to Depositories | 16 |
| 13. Investor Interface with the R&T Agent | 10 |
| 14. Secondary Market Transactions | 5 |
| 15. Client Servicing | 7 |
| Total | 100 |
Where the marks sit
Three chapters carry 40 of the 100 marks: 12 on depository processes (16), 6 on SEBI and its regulations (14), and 13 on the investor interface with the RTA (10). The first five chapters on securities basics carry 21 between them. The pass mark is 50, so the heavy chapters matter most, but they cannot carry you alone.
What each chapter covers
Sub-headings as the March 2026 workbook lists them.
- 1. Introduction to Securities
- Equity and debt as ways to fund a business, the features and benefits of each to investors, and hybrid structures.
- 2. Characteristics of Equity Shares
- Who invests in equity, a shareholder's rights, the risks of equity investing, equity terminology, corporate actions and reduction of share capital, preference shares, and rights and preferential issues.
- 3. Characteristics of Debt Securities
- Features of a debt security and its market value, yield (including yield to maturity), types of bonds and of the debt market, fixed and floating rate bonds, credit rating and money market instruments.
- 4. Characteristics of Other Securities
- Warrants and convertible debentures, depository receipts and Foreign Currency Convertible Bonds (FCCBs), exchange traded funds, index funds and investment trusts, Alternative Investment Funds (AIFs) and corporate fixed deposits.
- 5. Basics of Mutual Funds
- What a mutual fund is and its advantages, open-ended and close-ended funds, assets under management (AUM) and net asset value (NAV), and the RTA's role around NAV.
- 6. SEBI: Role and Regulations
- The SEBI Act, 1992 and SEBI's role; the SEBI (Prohibition of Insider Trading) Regulations, 2015; the SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 2003; the Investor Education and Protection Fund (IEPF) Authority; the SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 2025; the SEBI (Intermediaries) Regulations, 2008; and the SEBI (Depositories and Participants) Regulations, 2018.
- 7. Public Offer of Securities
- Issuing equity capital through a public offer, reservations in a public offer, the initial public offer and eligibility for an IPO, the further public offer, and buy back of securities.
- 8. Modes of Allotment of Shares other than Public Offers
- Private placement, Qualified Institutions Placement (QIP), rights issue, Employee Stock Options (ESOPs), and conversion of convertible debentures and bonds into shares.
- 9. Processes related to Public Offering of Shares
- Pre-issue and post-issue work, terms used in a public issue, the prospectus and red herring prospectus, underwriting and the green shoe option, the methods of making a public issue (fixed price, book building, ASBA and UPI), and SME IPOs.
- 10. Roles and Responsibilities in a Public Issue
- What the Registrar and Transfer Agent does in a public issue, and the roles of the sponsor bank, bankers to the issue, brokers to the issue, syndicate members and designated intermediaries.
- 11. Depository Services
- Dematerialisation and its benefits, the constituents of the depository system, and how an investor deals with the depository.
- 12. Processes related to Depositories
- Dematerialisation and rematerialisation, trading and settlement, beneficial owner reporting, corporate actions through depositories, reconciliation between the RTA and the depositories, and crediting shares to the IEPF account. The highest-weighted chapter.
- 13. Investor Interface with the R&T Agent
- Transfer of securities and stop transfers; recording changes to investor details such as address, PAN, KYC and bank details; duplicate certificates; transmission; timelines for investor services and online processing of service requests and complaints; and the RTA's role at annual general meetings and e-voting.
- 14. Secondary Market Transactions
- Stock markets and their participants, listing of securities, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
- 15. Client Servicing
- The investor in the context of an RTA, the First Time Right (FTR) approach, the principles of client servicing and the service etiquette of RTA organisations.
Free account, this exam preselected.
Annexures
Chapter 13 has five annexures: the standard operating procedures for change of address, for issue of a duplicate share certificate and for transmission of securities; the SEBI-prescribed form for registering or updating PAN and KYC details (Form ISR-1); and the investor charter, which sets out investors' rights and their do's and don'ts. They are the working detail behind a 10-mark chapter and worth reading alongside it.
What kind of paper this is
NISM's stated aim for Series II-A is a common minimum knowledge benchmark for people working at RTAs that service listed companies. The workbook's examination objectives are to know the basics of securities and securities markets, to understand the role and functions of RTAs in corporate securities issuance and transactions, and to know the regulatory environment RTAs work in.
Much of the syllabus is regulation and procedure: which rule applies, what the RTA must do, in what order and with which form. The workbook also notes that test centre workstations carry Microsoft Excel or LibreOffice for numericals, so expect some calculation, for example on debt yields in chapter 3.
Check the workbook version
This page follows the March 2026 workbook. Its own note says to use that version for the exam taken on or after April 30, 2026. NISM revises workbooks when SEBI rules change, so confirm the version on NISM's Series II-A page before you start.
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