MCX Stock Exchange Limited
Currency Derivatives Segment
Inspection Department
 
MCX-SX/INSP/91/2009

 March 26, 2009

 

        

 

Internal Audit for Stock Brokers / Trading Members / Clearing Members

 

This is further to our circular No. MCX-SX/LEG/23/2008 dated October 24, 2008 and SEBI letter No. MIRSD/DPS-I/PG/158174/09 dated March 23, 2009 on the subject. All the trading members / clearing members, who have traded / cleared at least one trade, are required to conduct half yearly internal audit for the period October 1, 2008 to March 31, 2009 onwards.

 

Members may appoint independent qualified Chartered Accountants, Company Secretaries or Cost and Management Accountants who are in practice and who do not have any conflict of interest, on their own for the purpose of conducting the audit.

 

Upon completion of the audit, a report is to be submitted by the auditor to the member, which shall contain a certificate of the auditor in the form prescribed in Annexure - 1 and the findings made during the audit. The scope of the audit is given in Annexure – 2 and some of the important features to be addressed in the report are given in Annexure – 3.

 

The report shall be discussed by the management of the member (in the Board Meeting, in respect of a corporate member) internally and point-wise comment of the management and status of compliance shall be sent along with the audit report to the Exchange within three months from the end of the relevant half year. Accordingly, the first such report along with the member’s comments shall reach the Exchange latest by June 30, 2009. The Exchange shall scrutinize the same and decide on the action to be taken.

 

Non-submission of the internal audit report as per the Exchange’s guidelines shall be treated as non-compliance with the requirement to submit such report and disciplinary action will be initiated against the concerned members. Where, in the opinion of the Exchange, the quality of the reporting is not satisfactory or the audit is not carried out in accordance with the Exchange’s guidelines, the Exchange reserves the right to advise the concerned members to change the auditors and submit revised reports.

 

Members are advised to take note of the above and comply with the requirement.

 

Vandana D. Vania

Manager

 

For any clarifications contact Ms. Leena Ranade on 022–67318933, Ms. Yugandhara  Patil on 022-67318921, Mr. Rushabh Mutha on 022-67318937 or send an email at customerservice@mcx-sx.com.


Annexure - 1

 

CERTIFICATE FOR INTERNAL AUDIT

 

We have examined the relevant books of accounts, records and documents maintained by M/s. _______________, (name of the trading/clearing member) bearing SEBI registration number ______________________) a member of the National Stock Exchange of India Limited / Bombay Stock Exchange Ltd. / MCX-Stock Exchange /other Stock Exchange, for the following segments to fulfill the internal audit requirement as prescribed by SEBI vide circulars dated August 22, 2008 & October 21, 2008, for the half year ended_____________________.

 

Segments

(Cash Segment/Derivatives Segment / Debt Segment /Currency Derivatives/Securities Lending & Borrowing segment)

Activity (Trading/Clearing/Trading and Clearing)

SEBI registration number

 

 

 

 

 

The purpose of this audit is to examine that the processes, procedures followed and the operations carried out by the Trading Member/Clearing Member are as per the applicable Acts, Rules, Regulations, Bye-laws and Circulars prescribed by SEBI and the Stock Exchange.

 

We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of this internal audit. In our opinion proper books of accounts, records & documents, as per the regulatory requirement have been maintained by the member, so far as it appears from examination of the books.

 

We have conducted the audit within the framework provided by SEBI/Stock Exchange for the purpose of this internal audit.  

 

To the best of our knowledge and belief and according to the information and explanations given to us, no material fraud / non-compliance /violation by the member is observed during the course of this audit.

 

Based on the scrutiny of relevant books of accounts, records and documents, we certify that the member has complied with the relevant provisions of SEBI Act, 1992, Securities Contracts (Regulation) Act 1956, SEBI (Stock Brokers and Sub-Brokers) Regulations, 1992 and various circulars of SEBI. The member has complied with the  Rules, Bye-laws, Regulations of NSE / BSE / MCX-SE and various circulars issued by the Stock Exchange and Clearing Corporation/Clearing House.

 

We declare that we do not have any direct / indirect interest in or relationship with the member or its directors / partners / proprietors / management and also confirm that we do not perceive any conflict of interest in such relationship / interest while conducting internal audit of the member.

 

In our opinion and to the best of our information and according to the explanations given to us by the proprietor/partne(s)/director(s)/compliance officer, the Report provided by us as per the Annexure and subject to our observations, which covers  the entire scope of the audit, is true and correct.

 

__________________

Company Secretary / Cost and Management Accountant / Chartered Accountant

(Seal & Signature)

 

 

(Name of the Proprietor / Partner)

 

Membership no. / CP. No.

 

Place:-

 

Date:-


Annexure – 2

 

SCOPE OF THE AUDIT & AREAS TO BE COVERED

 

1. Client registration and documentation

 

Execution of KYC, MCA/TPA, and RDD – checks and balances in place

Whether KYC, MCA/TPA, RDD are executed in the prescribed formats  & the same is executed before execution of trades for the client?

 

Whether all fields in KYC including client’s financial details are filled in properly?

 

Whether proper proof of identity, PAN and proof of address are taken with KYC form?                                                                                                  

 

Whether any contravening clauses are included in MCA/TPA?                                                                                                  

 

Whether in person verification of clients is done by the employees of the trading member only?

 

Whether date of verification, name and signature of the official who has done in-person verification and the member’s stamp incorporated in the client registration form?

 

Whether copies of all the documents executed by client are given to the respective clients?

 

Whether UCC is allotted to the client & the same is uploaded to the Exchange with PAN                                                         

 

Whether change in address, bank account or demat account is carried out on receipt of written request along with documentary proof from the respective client?

 

Verification of formats of KYC, MCA/TPA and RDD and attachments including proof of identity and address, as prescribed by SEBI

Verification that Contradictory clauses are not mentioned in KYC, MCA/TPA and RDD

Systems and procedures put in place by member for verification of PAN before opening account

Procedure followed by the member for informing UCC to the clients & uploading to the Exchange 

Mechanism to ensure financial details of clients

Procedure adopted for in person verification of clients

Procedure adopted by relationship managers, if any, for procuring new clients

Delivery of copies of client registration documents to the clients

Storage of client registration documents and retrieval mechanism

Procedure adopted for obtaining clients’ consent for electronic contract notes

Acquaintance procedure for new clients

Exchange Circular No. MCX-SX/MEM/4/2008 dated October 4, 2008

Exchange Circular No. MCX-SX/COMP/56/2009, January 27, 2009

Exchange Circular No. MCX-SX/COMP/54/2009 dated January 27, 2009

MCX-SX Regulation No. 3.13 for PAN collection, verification

MCX-SX Regulation No. 4.3.2 for assessing client, its background, financial standing etc

 

2. Order management and risk management systems 

 

Procedure adopted for receipt of orders from clients

Whether checks are in place to ensure that no unauthorized orders are executed from any of the terminals?

 

 

Whether control reports like orders executed away from market price, client-wise / scrip-wise / terminal-wise volumes / exposures are generated to monitor any manipulation or unwarranted activity?

 

In case of dormant accounts, are there any checks in place to ensure that in case the account is reactivated whether it is operated by the respective client only?

 

Whether initial and other margins are collected from respective clients in the prescribed form of funds, fixed deposit receipts, bank guarantees and approved securities with appropriate haircut?

 

Whether the member has a proper system for reporting the correct client margin collection, in Currency Derivatives segment?

 

Verify whether the margin reported by the member to the Exchange in  Currency Derivatives segment is actually collected and available in the books of accounts of the member. In case of any irregularity observed, mention the instances wherein wrong reporting of margin collected from clients/trading members was observed.

 

Whether Risk Management System (RMS) includes policy on margin collection from clients/trading member  and the RMS is documented?

 

Whether proper systems are in place to ensure timely collection for pay-in from the respective client as per settlement schedule?

 

Whether proper monitoring mechanism is in place to review long outstanding debit balances in clients’ accounts and recovery of the same?

 

Mechanism for order management and execution

Procedure adopted for setting Limits at client level / Terminal level/Dealer level

 

Policy on Margin collection mechanism and the modes of margin money

Procedure adopted for reporting of client margin collection to Clearing House / Corporation

 

Review of process adopted for monitoring / recovery of   long outstanding debit balances

 

MCX-SX Regulation 15.1 for Keeping Records, Annual Accounts & Audit

Exchange Circular No. MCX-SX/C&S/7/2008 dated October 4, 2008

Exchange Circular No. MCX-SX/INSP/34/2008 dated November 24, 2008

 

3. Contract notes, Client margin details and Statement of accounts

 

 

Procedure adopted for issuance of contract notes

 

Whether contract notes are sent within 24 hours of

 

execution of trades and margin details are sent daily to respective clients and proof of delivery / dispatch is maintained?

 

Whether all prescribed details including name and signature of authorised signatory, dealing office details and brokerage are contained in contract note?

 

In case contract notes and margin details are sent in electronic form, whether log is maintained? Whether trail of bounced mails is maintained and physical delivery is ensured in case of bounce mails?

 

Whether member has complied with regulatory requirements related to Electronic Contract Notes(ECN)?

 

Whether complete statement of accounts for funds and securities are issued on a quarterly basis to clients, with error reporting clause? Whether proof of sending the same is maintained?

 

Verification of format of contract notes issued

Verification of copy of contract note with Proof of dispatch/register of dispatch/logs maintained

Adherence to electronic contract note norms, if applicable

Procedure adopted for sending statement of accounts

Contents & periodicity of statement of accounts of funds and securities

Procedure adopted for sending margin details to clients

Procedure for maintaining acknowledgement / proof of delivery of contract notes/statement of accounts/margin details to the clients

 

MCX-SX Regulation 3.6 for Contract Notes

Exchange Circular No. MCX-SX/MEM/4/2008 dated October 4, 2008

Exchange Circular No. MCX-SX/COMP/54/2009 dated January 27, 2009

Regulation 15.1.6.1 (c), Exchange Circular No. MCX-SX/COMP/53/2009 dated January 27, 2009

Exchange Circular No. MCX-SX/INSP/34/2008 Dated November 24, 2008

 

4. Dealing with clients’ funds and securities

 

 

Verification of details of cash receipts from / payments to clients, if any, observed during the audit period are to be given (mentioning any specific branch involved). 

 

Whether cash dealings with clients are done by  Member / Branches?

 

Whether banker’s cheque / demand draft are accompanied with written request from the respective client? 

 

Whether pay-in or pay-out is received from or delivered to respective clients only?

 

Whether any instances were observed wherein pay-in / pay out was received from / made to account other than the respective client account?  Whether  there are any systems in place to ensure compliance in this regard by the member?

 

Whether clients’ securities were provided to clearing house / clearing corporation for margin / exposure.

 

If so, whether the benefit was passed on to the respective clients only.

 

Whether collaterals of clients were pledged with banks / other entities for raising funds? If yes, details of such instances observed are to be given.

 

Whether funds raised by pledging client securities were utilised for respective client only? List of instances to be provided in case of non-utilisation of proceeds for respective client?

 

Whether client’s funds / securities are transferred to respective clients accounts within 24 hours of declaration of pay-out?

 

Whether any instance of misutilisation of clients’ funds or securities is observed? If yes, give complete details of such instances

 

Whether bank book and register of securities are in alignment with bank statements and transaction statements provided by banks and depositories?

 

Whether dividend and other corporate benefits received on behalf of clients is paid/credited/passed on to the respective clients account?

 

Verification of internal controls adopted by the member while accepting banker’s cheque / demand draft from clients

Procedure for ensuring that receipts and payment of funds/securities are from/to respective client only

Periodic Reconciliation of books of accounts

Verification of following books of accounts/records

-          Register of Securities

-          Bank Statements

-          Depository accounts maintained by member (if applicable)

-          Client ledgers

-          Cash Book

-          Bank Book

-          Details of records of client securities, if any.

-          Underlying for any overdraft/loan account.

 

Exchange Circular No. MCX-SX/COMP/53/2009 dated January 27, 2009

Exchange Circular No. MCX-SX/INSP/34/2008 dated November 24, 2008

MCX-SX Regulation No. 4.4.16 (1) - payment of funds in 24 hours

 

5. Banking and Demat account operations

 

Procedure for segregation of own and clients’ funds and securities (in separate accounts)

Whether Member maintains separate bank accounts for clients funds & own funds. Also, whether Member maintains separate beneficiary accounts for clients’ securities & own securities?

 

Whether clients funds and securities are segregated from own funds and securities?

 

Are there any instances of use of client beneficiary  account or client bank account for unauthorised purposes? In case of any irregularity observed, mention the instances in detail.

 

 

Internal controls for use of client bank and  client beneficiary accounts only for authorized purposes.

 

Exchange Circular No. MCX-SX/INSP/34/2008 dated November 24, 2008

MCX-SX Regulation 15.1.6.1 (b)

MCX-SX Regulation 15.1.6.2

 

6. Terminal operations and systems

 

Procedure and policy adopted by member before allotment of trading terminals

Whether terminals are provided by the member in his head office, branch office?

 

Whether any unauthorized terminal is observed to be allotted? If yes, give complete details.

 

Whether periodic audit of systems and software is conducted by certified systems auditor?

 

Whether terminals are operated by approved persons/approved users with valid certification?

 

Whether correct User name, login id, terminal location are reported to the Exchange?

 

Whether internal controls are in place to ensure that the certification of approved users has not expired?

 

Whether prior permission is obtained by member for providing CTCL?  Whether member has complied with applicable provision of CTCL?

 

Whether updated version of software is used?

 

Whether back up facilities are in place and followed?

 

Whether broker has got his system audit done & submitted the system audit report to the Exchange within prescribed time limit?

 

Verification of terminals and its users, at the audit place.

 

 

Verification of certification of the approved users.

Due diligence adopted for password security

Procedure in place for audit of systems and software

Periodic updating of version and back up mechanism

System adopted for data storage, security and access

Verification of logs from server

 

MCX-SX/T&S/2/2008 dated October 4, 2008

MCX-SX/CTCL/8/2008 dated October 4, 2008

MCX-SX/MEM/31/2008 dated November 21,2008

 

7. Management of branches and internal control

 

System and Policy followed for opening / closing of branches

Whether survey is conducted by the member for opening / closing of branches?

 

In case of closure, whether advance notice of the same is sent to clients? Proof of the same.

 

Whether there is monitoring mechanism to identify sudden increase / decrease in client level turnover from any specific branch?

 

Whether periodic inspection of branch is conducted and reports are maintained? What is the follow-up mechanism?

 

Whether intermediation is observed?

 

Whether the member has shared commission/brokerage with entities with whom trading members are forbidden to do business / another trading member / employee in the employment of another trading member?

 

Whether internal controls exists and are sufficient to cover the risks at the members end?

 

Whether Stock broker indemnity insurance policy with standard cover/clauses has been taken?

 

Procedure adopted to inform the same to clients

Periodicity and procedure adopted for inspection of branches

Reporting mechanism and mode of informing the inspection observations to branches

Follow up action plan

Policy of fixing of roles and responsibilities of officials in head office, branch offices

Process laid out so as to prevent intermediation

Documentation of Internal controls   and  Comments on Internal controls in place

 

Verification of Stock broker indemnity insurance policy

Sharing of commission/brokerage

 

Circular No. MCX-SX/LEG/23/2008 dated October 24, 2008

Circular No. MCX-SX/MEM/33/2008 dated November 24, 2008

MCX-SX Regulation No. 4.2.1

MCX-SX Byelaw 33(a) (i) of Chapter 11 for internal control

 

8. Investor grievance  handling

 

Mechanism to monitor complaints lodged with Member / Branch

What is the system to report complaints received by branches to the head office?

 

Whether complaints are received from specific branch?

 

Whether complaints register includes complete details of investor complaints?

 

 

What is the procedure adopted to resolve complaints?

 

Whether specific action plan is framed by the member in respect of long pending complaints?

 

Whether designated  email id  for investor grievances is created and informed to the investors ?

 

What is the periodicity of monitoring investor complaints?

 

Whether complaints of substantial amount is escalated to the top management ?

 

 

Maintenance of complaints register

Redressal mechanism for complaints registered against the member

Comment on complaints pending for long period

Verification of investor grievance register and email id

 

Internal control for verification of complaints received through the designated email –id

 

Exchange Circular No. MCX-SX/COMP/53/2009 dated January 27, 2009

MCX-SX Regulation No. 15.1.16 for maintenance of investor complaints records / register

 

9. Maintenance of Books of Accounts

 

Prescribed books of accounts, registers and records are maintained Exchange wise, with the required details and for the stipulated period as per regulatory requirement

 

 

 

 

 

 

 

Whether prescribed books of accounts, registers and records are maintained Exchange wise, with the required details and for the stipulated period as per regulatory requirement?

 

Whether exchange wise separate books of accounts are maintained?

 

Whether member has dealt with any suspended /defaulter /expelled member and/or prohibited entity?

 

Whether prior approval has been obtained by member for change in shareholding /directors/constitution?

 

Whether prior approval has been obtained in case the member has dealt with another member of the Exchange?

 

Whether member has intimated the Exchange in case of they have dealt with member of another stock exchange?

 

Whether advertisements are issued after prior permission of the Exchange?

 

Whether member maintains and updates client master in its back office?

 

Whether financial reports of the member has been analysed? Comments on the same.

 

 

Verification of books of accounts and other records

 

Internal controls on the process for taking approval of the Exchange

 

Analysis of financial reports

 

MCX-SX Regulation 15.1.3 for segregation of exchange-wise books of accounts

MCX-SX Regulation 15.1.4 for maintenance of documents

MCX-SX Regulation 15.1.4 (g)  for maintenance of documents

MCX-SX Regulation 15.1.5   for maintenance of documents

MCX-SX Regulation 15.1.6.1(a)  for maintenance of documents

MCX-SX Regulation 15.1.13   for maintenance of documents

MCX-SX Regulation No. 2.1.16 – prior approval for dealing with another member of the exchange

Exchange Circular No. MCX-SX/MEM/30/2008 dated November 19, 2008

 

10. Systems & Procedures pertaining to Prevention of Money Laundering Act (PMLA), 2002

 

Customer acceptance policy and customer due diligence measures 

 

What is the process adopted by member to verify the identity of the customer and/or the person on whose behalf a transaction is being conducted ?

 

Whether any account was opened in fictitious name/benami account ?

 

What checks and balances are in place to ensure that the identity of the client does not match with any person having criminal background or is not banned in any other manner?

 

What are the factors of Risk perception having regard to client's location, address, nature of business activity, trading turnover and the manner of making payments so that the clients can be classified in to "High Risk", " Medium Risk"," Low Risk" category?

 

Whether details of appointment of Principal Officer and change in Principal officer, if any is intimated to FIU-India?

 

Whether member has adopted and implemented written guidelines prescribed under PMLA, 2002?

 

Whether member has adequate system to generate alerts for suspicious transactions?

 

As per provisions of Prevention of Money Laundering Act, 2002 whether record of transactions, its nature and its value are maintained?

 

Walk through of the process

Process of generation and monitoring alerts

System in place that allows continuous monitoring of transactions

Process for identifying STR (Suspicious Transaction Report) and reporting the same to FIU-India.

Processes for verification of alerts with KYC details

 

Exchange Circular No. MCX-SX/COMP/64/2009 dated February 19, 2009,

 

11. Transfer of trades

 

Transfer of trades in the back office

Whether any trades were transferred from one client code to another client code or from client code to pro or vice-versa  in the back office of the member?

 

Whether any pattern was observed in case, transfer trades carried out at member’s back office

Verification of trade files downloaded by the Exchange with sauda register/back-office file of member (based on which contract notes are generated)

Internal controls for transfer of trades

 

MCX-SX Regulation No. 3.6

 

12. Proprietary Trading

 

Verification of  user ids enabled for trades on PRO A/c

 

If member is doing pro trading, whether member has disclosed this information to his clients?

 

If member is doing pro trading from multiple locations, whether member has obtained prior approval from the Exchange in this regard?

 

Process for approval of Exchange

 

Exchange Circular No. MCX-SX/COMP/53/2009 dated January 27, 2009

MCX-SX Regulation No. 4.5.3 (k) – prior approval for PRO trading at multiple locations

 

13. Internet Trading

 

Process of approval from Exchange

Whether member has obtained specific approval from the exchange, in case he is providing internet trading facility to his clients?

Verification of internet agreements

Procedure followed for user id and password

Whether member has complied with regulatory requirements related to internet trading?

Internal controls for internet trading

Whether Member has got his system audit done & submitted the system audit report to the Exchange within prescribed time limit?

 

 

Exchange Circular No. MCX-SX/COMP/57/2009, January 29, 2009

 

14. Operations of Professional Clearing member/ Members  clearing trades of other trading members

 

Verification of execution of trading -clearing member (TM-CM) agreements/Clearing Member’s Participant agreements

Whether TM-CM agreements are executed in prescribed formats with trading member?

Verification of issuance of statement of accounts to trading members/ clearing member’s participants

Whether Clearing member - clearing member’s participant agreements are executed in prescribed formats ?

 

Whether statement of accounts has been sent to trading member/clearing member’s participants?

 

Whether clearing members had collected appropriate and adequate margins in prescribed forms from respective trading members/ clearing member’s participants?

 

Whether Margin collection reported to Exchange is in accordance with margins actually collected from trading member/clearing member’s participant ?

 

Whether exposure allowed to trading members / clearing member’s participants were based on requisite margins available with the clearing member?

 

Whether interest is charged to the trading member / clearing member’s participants? If yes, what is the basis of interest with complete details like percentage of interest, periodicity of interest charged

 

 

MCX-SX/C&S/48/2009 dated January 9, 2009

Exchange Circular No. MCX-SX/C&S/7/2008 dated October 4, 2008

Exchange Circular No. MCX-SX/INSP/34/2008 dated November 24, 2008

 


Annexure - 3

 

Some important features to be addressed in the Internal Audit report

 

The purpose of audit should be

 

(a)    to ensure that the books of account, records and documents are being maintained in the manner required under Securities Exchange Board of India Act, 1992, Securities Contracts (Regulation) Act, 1956, SEBI (Stock brokers and Sub-brokers) Regulations, 1992, Securities Contracts (Regulation) Rules, 1957, circulars issued by SEBI, agreements, Bye laws of the Exchanges,  data security and insurance in respect of operations of trading member/clearing members

 

(b)    to ascertain whether adequate internal control systems, procedures and safeguards have been established and are being followed by the intermediary to fulfill its obligations under Securities and Exchange Board of India Act, 1992, Securities Contracts (Regulation) Act, 1956, SEBI (Stock brokers and Sub-brokers) Regulations, 1992, Securities Contracts (Regulation) Rules, 1957, circulars issued by SEBI, agreements, Bye laws of the Exchanges,  data security and insurance in respect of operations of trading member/clearing members.

 

(c)    to ascertain whether any circumstances exist which would render the intermediary unfit or ineligible for dealing in securities market.

 

(d)    to ascertain whether the provisions of the securities laws and the directions and/or circulars issued there under by SEBI/Exchanges are being complied with

 

(e)    to ascertain, whether the provision of stock exchange, Bye-laws, notices, circulars, instructions or orders issued by stock exchanges are being complied with

 

(f)      to inquire suo motu into such matters as may be deemed fit by the auditor  in the interest of investors or the securities market

 

 

Accordingly, the auditor shall not restrict to the scope of the audit as given in Annexure 2, which is only indicative. The auditor shall update the scope of the audit based on all regulatory requirements as specified from time to time. Further, the auditor shall consider the following while making the report.

 

 

1.      If any major significant deviations and deviations of recurring nature are observed, the same should be reported separately in the covering page of the audit report.

 

2.      If auditor’s observations are in the nature of a deviation or a recommendation, the member’s response should be sought and recorded in the report.

 

3.      Comments by auditor on the status of compliance in respect of deviations reported in the last audit report, on which the member assured to take necessary action.

 

4.      Improvements brought about in the operations between the last audit and the current audit.

 

5.      In case the member has been inspected in the relevant half year by the Exchange / SEBI, comments by the auditor on whether the member has complied with the observations made in the inspection report are to be included in the audit report.

 

6.      A statement by the auditor that the provisions of SCRA 1956, SEBI Act 1992, SEBI (Stock Brokers and Sub-Brokers) Regulations 1992, Rules, Bye-Laws, Regulations and circulars of SEBI, Exchange and Clearing Corporation, have been covered in the audit.

 

7.      A statement by the auditor that the auditor is neither related to officials of the member nor having any interest in the management of the member.

 

8.      Auditor’s membership number should be mentioned at the end of the report.