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What is a rights issue and how does it affect existing shareholders?
What is a rights issue in India: how they work, the subscription process on NSE/BSE, the rights entitlement trading mechanism, and the dilution impact on non-subscribing shareholders.
In one line
A rights issue is a company's offer of new shares to existing shareholders at a specified price (usually below the current market price), in proportion to shares already held, giving shareholders the right but not the obligation to subscribe to new shares.
BazaarBaaziSource & method
How a rights issue works
In a rights issue, a company announces it will issue N new shares for every X shares currently held (e.g., 1 new share for every 5 shares held). Existing shareholders as of the record date receive a Rights Entitlement (RE) that gives them the right to subscribe to new shares at the issue price. The issue price is typically set at a discount to the current market price to incentivise subscription.
Shareholders have three choices: subscribe (pay the issue price and receive new shares), renounce (sell the Rights Entitlement on the exchange before the window closes, allowing someone else to subscribe), or do nothing (let the rights lapse, suffering dilution). In India, Rights Entitlements are tradeable on NSE and BSE for a specified window, giving shareholders flexibility to monetise their rights if they do not want to subscribe.
The ex-rights price (the theoretical market price after the issue) is calculated as a weighted average of the current share price and the rights issue price. If the market price of the stock is Rs. 100 and the rights issue price is Rs. 60 for a 1-for-5 issue, the theoretical ex-rights price is (5 x 100 + 1 x 60) / 6 = Rs. 93.33.
Dilution and when to subscribe
Non-subscribing shareholders are diluted: their ownership percentage falls as new shares are issued to subscribing shareholders. If the rights issue proceeds are deployed effectively into value-creating investments, the dilution may be offset by improved earnings per share in future. If proceeds are used for balance sheet repair (repaying distressed debt or funding losses), dilution without return is more likely.
The decision to subscribe depends on confidence in management's deployment of the raised capital. A high-quality company doing a rights issue for a specific, clearly value-accretive investment (a new factory, an acquisition at a sensible price) is often worth subscribing. A company doing a rights issue to survive (fund operational losses or repay urgent debt) is a warning sign about underlying business health.
FAQ2 reader questions · AEO-eligible
Common questions on what is a rights issue.
What happens if I do not subscribe to a rights issue?
If you do not subscribe and do not sell your Rights Entitlements before they lapse, you suffer dilution: your ownership percentage falls as new shares are issued. The market usually adjusts the stock price on the ex-rights date to reflect the dilution (the stock typically falls by approximately the dilutive impact). You do not lose your existing shares, but your proportional ownership of the company decreases.
Can I sell my rights without subscribing to the new shares?
Yes. In India, Rights Entitlements are tradeable on NSE and BSE for a specified period during the rights issue window. If you do not want to subscribe, you can sell your REs to another investor who will then subscribe in your place. The price of the RE in the market reflects the value of the right to buy new shares at the discounted issue price.
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