Thursday, June 23, 2022

Shariah Screening Process





INTRODUCTION

The screening procedure is intended to discover aspects that contravene Shariah law's principles and guidelines based on the Quran and Prophet Muhammad's teachings. Usury (riba or interest), gambling (maysir), and uncertainty (gharar) are all prohibited under Shariah law. Many conventional financial activities contain these components. This entails indirectly participating in prohibited acts for a Muslim, which is a grave sin.

Unlike in the conventional market, transactions on the Islamic Capital Market are conducted exclusively in ways that do not violate Shariah law. A specialized stock screening procedure must be developed to identify and list Shariah-investable companies. Shariah Stock screening is the term for this procedure.

The Securities Commission of Malaysia has developed Shariah-compliant Securities Screening Methodology. It's worth noting that the Securities Commission's Shariah Advisory Council (SAC) has endorsed the Shariah screening. The screening approach aids investors in determining which Bursa Malaysia shares are Shariah-compliant. The Malaysian Securities Commission recently developed a Shariah screening assessment toolbox to help identify the status of unlisted micro, small, and medium businesses. This is a positive development because the newly released toolkit broadens the investing options available to investors beyond Shariah-compliant listed equities or assets.

Companies having unsatisfactory amounts of conventional debt, liquidity, interest-based investment, or impure income are excluded from the Shariah stock screening indices. Companies should ideally not borrow based on interest rates, invest in debt-bearing instruments, or generate revenue through other Shariah unlawful actions. On the other hand, such limits would eliminate the vast majority - if not all - of the equities accessible on the market, including those listed in Islamic nations. Based on this requirement, Shariah scholars attempted to develop a set of Shariah indices that could be used to evaluate current businesses and categorize them as Shariah-compliant. To date, Shariah-compliant companies have been identified by conducting a Shariah screening process on assets such as common stock, warrants, and transferable subscription rights traded on stock exchanges. The Shariah screening indices utilized by authorities around the world, on the other hand, differ from one another.

  1. AAOIFI

The first institutions that involved in this shariah screening process is AAOIFI. The Accounting and Auditing Organization for Islamic Financial Institutions (AAOIFI) was founded in Manama, Bahrain, with the goal of establishing a standard of accounting and auditing processes for Islamic financial institutions. AAOIFI is one of the most significant organizations in creating standards for Islamic finance practice across jurisdictions, despite the fact that it is not a regulatory entity. For the market and institutions implementing Islamic financial operations, it has issued over a hundred standards in the fields of Shariah, accounting, auditing, ethics, and governance. 

AAOIFI has a number of institutional members from over 45 countries, including central banks and regulatory authorities, financial institutions, accounting and auditing organizations, and law firms. The Shariah stock screening approach used by AAOIFI examines the company's major business activities and excludes any interest-based activity, any trade or transaction involving uncertainty, gambling or games of chance, or the manufacturing or dealing of forbidden items or services. 

In the business ratio screening process, AAOIFI set the standard that they will only approved if the company does not state in its memorandum of associations that its objective is to deal with interest, or in prohibited goods or materials such as pork, liquor and others. And to note that the company is shariah compliant if the total amount of income generated from such prohibited activities such as gambling and selling tobaccos should not exceed 5% of the total income of the corporation. 

While for the financial ratio screening process, there are four conditions that the companies should pass  as shariah compliant companies. The first one is the total long-term and short-term debt divided by market capitalizations is less than 30%. Short-term debt is a debt that is expected to be paid off within one year, one of the examples of the short-term debt is tax. And credit lines, bank loans, and bonds with obligations and maturities greater than one year are some of the most common forms of long-term debt instruments used by companies. 

The second ratio for financial screening process by AAOIFI is the total interest bearing securities divided by the market capitalization is less than 30%. Interest bearing securities is a type of financial instrument in which the investors effectively lends money to a corporation or institution in exchange for interest paid in a certain manner over a predetermined length of time. Next, the third ratio for the financial screening process is, the interest income divided by total income or total revenue must be less than 5%. And lastly, the cash and receivables divided by the total assets must be less than 70%. 

  1. Securities Commission Malaysia 

The Securities Commission Malaysia (SC) was established on 1 March 1993 under the Securities Commission Act 1993 (SCA). The screening methodology was first introduced by Securities Commission Malaysia in 1995 and has been revised in line with current developments in the Islamic banking and finance industry. The SAC uses a two-tier quantitative technique to determine the Shariah status of listed shares, using business activity standards and financial ratio benchmarks. As a result, if the securities' commercial activities and financial ratios fall below these new updated shariah benchmarks, they will be designated as Shariah-compliant.

For the business screening ratio process under Securities Commission Malaysia, there are two thresholds for the business activity, which are 5% and 20%.  Companies passed as a shariah compliant company if they generate less than 5% revenue or profit before tax from those specific sectors. And those sectors that are involved in this business screening ratio are as follows.

  • Conventional banking including insurance

  • Gambling

  • Liquor and liquor-related activities, pork and pork-related activities, non halal food and beverages.

  • Shariah non-compliant entertainment

  • Interest income from conventional accounts and instruments

  • Tobacco and tobacco related activities

  • Other activities deemed shariah non compliant

If these companies operate these kinds of activities, they need to make sure that the company’s revenue or profit before tax must be less than 5% of the company’s total profit. If not, the company cannot be listed as a shariah-investable company. However, there is another 20% benchmark which applicable to the companies that generate part of their revenue or profit before tax from the following activities that they need to pay attention: 

  • Hotel and resort operations

  • Share trading and stock-broking business

  • Rental received from shariah non compliant activities

  • Other activities that are deemed shariah non compliant

In practice, any company holding a subsidiary with a mixed business activity that  for example, involves hotel and resort operations, share trading, stockbroking, and rental received from Shariah non-compliant activities. They need to make sure that the profit or profit before tax must be less than 20%. If not, it fails the filtering procedure if it is higher than 20%.

While for the financial business screening ratio side, the financial ratios must include two financial activities which are:

  • Cash divided by total assets should be less than 33% where cash includes only those placed with conventional accounts and instruments, and cash placed with Islamic banks will not form part of it.

  • Total debt divided by total assets should be less than 33% where debt will include interest bearing debt and islamic financing or sukuk will not be part of the calculation. 

The purpose of finding these ratios is intended to measure riba and riba-based elements within a company’s statements of financial position.and anything at 33% or above would render the stock Shariah non-compliant. In addition to the two-tier quantitative criteria mentioned above, the SAC considers the qualitative component of public perception or image of the company's actions in light of Islamic teaching. 

  1. Dow Jones Islamic Market (DJIM)

Dow Jones Islamic Market (DJIM) World was the world's first global Shariah-compliant benchmark when it was established in 1999. Thousands of broad-market, blue-chip, fixed-income, strategy, and theme indexes have passed Shariah compliance screenings in the Dow Jones Islamic Market Index series. To determine their eligibility for the indices, stocks are screened to ensure that they meet the standards set out in the published methodology. Companies must meet Shariah requirements for acceptable products, business activities, debt levels, and interest income and expenses. The screening methodology is subject to input from an independent Shariah supervisory board. By screening stocks for consistency with Shariah law, the indices help to reduce research costs and compliance concerns Muslim investors would otherwise face in constructing Islamic investment portfolios.

In business screening ratio under Dow Jones Islamic Market Index series, the company revenue must not exceed 5% under these following activities which are alcohol, pork related products, conventional financial services, entertainment including hotel, gambling, cinema, pornography, music, tobacco, weapons and defense. While under the financial screening ratio, there are three main points that need to be passed by these companies. 

The first one is, total debt must be divided by trailing average market capitalisation and the ratio should be less than 33%. The total debt includes short term debt plus current portion of long term debt plus long term debt. Secondly, in order to pass the shariah screening under financial, cash and interest bearing securities divided by the average market capitalization it must be less than 33%. And lastly, the account receivables divided by trailing average market capitalisation should be less than 33% where the receivables here must include current receivables plus long term receivables. 

  1. Thompson Reuters Ideal Ratings Islamic Indices

Since 2006, Thompson Reuters IdealRatings has provided financial institutions with Shariah fund management services. Its Islamic indices are defined by quarterly compliance with Shariah based on study. Thompson Reuters IdealRatings conducted a screening in compliance with AAOIFI (Accounting and Auditing Office of the International Federation of Accountants). And the Islamic Financial Institutions Auditing Organization) adherent. The Indices are intended to act as liquid, broad-based, and comprehensive investment vehicles. Benchmarking and investment tools for investment professionals and analysts. Shariah-compliant common stock on a local, regional, or global basis countries. 

In business screening ratio, Thompson Reuters Ideal Ratings Islamic Indices identified non-halal food production, tobacco, alcohol, gambling, advertisement,  hotels, non-Islamic banks, financial institutions and insurance companies, entertainment and music production, trading of gold and silver, as well as weaponry as forbidden. From a business screening ratio standpoint, a company is only considered compliant if the total revenue from non-compliance operations and non-operating interest income does not exceed 5% of total sales.

While under financial ratio, it is conducted by using the following three financial ratios which are:

  • Interest-bearing debt should not exceed 30% of the previous 12-month average market capitalization.

  • The sum of cash, deposits, and interest-bearing investments should not exceed 30% of the preceding 12-month average market capitalization.

  • The sum of cash, deposits, and receivables should not exceed 67% of total assets.

These companies need to follow the standard requirement by Thompson Reuters Ideal Ratings Islamic Indices. If they failed to do so, then they are not passed as a shariah compliant company. 

  1. MSCI Global Islamic Indices

The MSCI Global Islamic Indices are derived from MSCI’s country indices. The MSCI Islamic Index Series Methodology screens the securities of the MSCI country indices against certain business activities and financial ratios. A dividend adjustment factor is also applied to any non-Sharia compliant income.

The MSCI Islamic Index Series (the “Islamic Indexes”) follow Sharia investment principles. An Islamic Index is based on an MSCI Equity Index (or any combination of MSCI Equity Indexes), but excludes all the non‐compliant securities in accordance with the MSCI Islamic Index Series Methodology (the “Islamic Index Methodology”).   The Islamic Index Methodology has been approved by MSCI’s Sharia advisors’ committee of Sharia scholars, as Sharia compliant.

Following Sharia investment principles, MSCI excludes securities using two types of criteria: business activity and financial ratios. Securities for which sufficient financial information is not available to determine the business activity information and financial ratios described in the following sections are considered non‐compliant with the Islamic Index Methodology.

MSCI's screening process starts with a business activity screening, which means excluding any company that earns more than 5% of its revenue from any of the following business activities: traditional financial services, alcohol, pork-related products, tobacco manufacturing and sales, weapons and defence, gambling and casinos, hotels and cinemas, and pornography and adult entertainment.

In addition, corporations' stocks are financial vetted using a set of financial ratios. Investments in companies that derive more than a major portion of their income from interest or corporations with high debt are prohibited under Shariah investment standards. Stocks are screened for compliance using the total debt to total assets ratio, the sum of cash and interest-bearing securities over total assets ratio, and the sum of accounts receivable and cash over total assets ratio. MSCI allows 33.33% for each of the financial ratios listed above. For new additions to the MSCI Islamic indexes, however, a lower 30% requirement is used.

  1. FTSE Shariah Global Equity Index Series

The FTSE Shariah Global Equity Index Series is designed to be used as the basis of Shariah compliant investment products which meet the requirements of Islamic investors globally.A few years ago, FTSE launched its worldwide Islamic index. It has inked a cooperation agreement with Yassar Research Inc, a Shari'ah advisory business, to seek advice for the Global Islamic Index series (A.Hussein, 2009). The FTSE Singapore exchange Shariah index series, the FTSE Dubai International Financial Exchange (DIFE) Shari'ah index series, and the Bursa Malaysia index series have all been included in the company's product portfolio (Kamal Ali, 2008& Security Commission Malaysia, 2009). Kamal Ali (2008) goes on to say that the FTSE Shariah indices are screened according to the criteria established by Yassar's Shariah board.

In response to the growing demand for Shariah-compliant investment products, FTSE has developed a new suite of Shariah indexes that employ a more sophisticated methodology and provide a more comprehensive Shariah index solution for Islamic investors. The FTSE Shariah Indexes now comprise the FTSE NASDAQ Dubai Index Series, FTSE Bursa Malaysia EMAS Index, FTSE Set Shariah Index, FTSE TWSE Taiwan Shariah Index, FTSE/JSE Shariah Indexes, FTSE SGX Shariah Index Series, and FTSE Developed Minimum Variance Shariah Index.

Every company that engages in any of the following activities will be filtered out as Shariah non-compliant under the FTSE screening methodology. Overall interest and non-compliant income should not exceed 5% of total revenue, according to business activity screening. Conventional finance, alcohol, pork-related items, cigarettes, guns, and entertainment are the key sectors of commercial activity screening. While the original index design tended to use an absolute exclusion from any of these forbidden activities, more subsequent methodology has tended to use a 5% of total revenue-based cut-off when employing these categories. The FTSE screening process is based on whole sector exclusion, but admission of companies in other sectors where non-compliant revenue accounts for less than 5% of total revenue.

Following that, the remaining businesses are screened on a financial basis. Companies must meet the financial ratio to be declared Shari'ah compliant. FTSE employs total assets for financial screening, with a 33% cap on the criterion for characteristics like total debt to total assets, cash, and interest-bearing securities over total assets. The amount of a company's accounts receivable and cash over total assets must be less than 50% of total assets.

  1. Russell Jadwa Shariah Indexes

The Russell Jadwa is the most recent addition to the range of Shari'ah compliant indices. It consists of a suite of indices classified mostly by geographical area. Its underlying investable universe is the Russell Global Index Universe, and it has its own Shari'ah supervisory board that sets the screening criteria and controls the process. The following screening criteria are used by the Russell Jadwa Shariah Index:

Every revenue generated from illegal activities and interest income should be less than 5% of total income for business screening of Russell Jadwa Shariah Indexes. Any corporation that engages in any of the following acts is excluded from the index.

  • Financial institutions such as traditional banks that deal with interest or financial instruments that violate Shariah rules, traditional insurance companies.

  • Production and distribution of alcohol, tobacco, and weapons

  • Production and distribution of meat not slaughtered according to Shariah rules.

  • Production and distribution of pork and its derivatives.

  • Management of casinos, gambling halls and production of games such as slot machines.

  • Production and distribution of pornographic films, books and magazines, satellite channels and cinemas.

  • Restaurants, hotels and places of entertainment that provide prohibited services such as the sale of alcohol.

  • Trading of gold and silver as cash on a deferred basis.

  • Weapon manufacturing and selling.

  • Stem cell/human embryo, genetic cloning (research firms, therapy clinics, and so on).

  • Anything not Shari’ah compliant as determined by the Russell Jadwa Shariah Board.

The companies that remain are then further evaluated on a financial basis. Companies having significant exposure to interest and other kinds of unlawful income, as well as forbidden assets, are excluded from the financial-based screens. After the industry screen is completed, the companies that remain are filtered using the following financial ratios, each of which must be met:

  • Total cash, deposits and receivables divided by the immediately preceding 12-month average total market capitalisation exceeds 70%.

  • Interest-bearing debt divided by the immediately preceding 12-month average total market capitalisation exceeds 33%.

  • Total cash, deposits and interest-bearing securities divided by the immediately preceding 12-month average total market capitalisation exceeds 33%. 

  1. Standard & Poor’s Shariah Index 

In 2006, S&P Dow Jones Indices established S&P Shariah Indices to accommodate the growing demand for Shariah-compliant stocks. Rating Intelligence Partners (RI) provided the Shariah screens and filtered the equities based on these screens for the indices. The S&P Shariah Indexes are a collection of indices created for investors who want to follow Shariah principles. Each index tries to represent a similar investable portfolio while adhering to explicit, transparent selection criteria as mandated by Islamic law. Each index is representative of each market and has good correlations to its benchmarks.

Each firm's most recent financial statement is assessed as part of S&P's Shariah screening process to ensure that the company is not engaged in any non-Shariah compliant activity, regardless of whether the most recent statement is a quarterly, semi-annual, or annual statement. If the most recent statement is provided for all three of these frequencies, the annual statement will most likely be selected because it is more likely to be audited. Those that are found to be non-compliant are screened out.

Business screenings exclude shares of all such companies engaged in activities strictly prohibited (haram) in Islam. These include companies whose major line of business is dealing with financial transactions involving interest (riba’), gambling activities (maysr), intoxicants (khamr) such as alcohol or similar drugs that can obscure one’s judgment, pork, pornography, tobacco, trading of gold and silver as cash on deferred basis, embryonic or stem cell research and cloning and advertising and media.

Following the removal of organizations with non-compliant business activities, the remaining companies are reviewed for financial ratio compliance. Leverage, cash, and the share of income coming from non-compliant activities are three areas of focus. All of these are being evaluated on a regular basis. The following is a list of S&P's Shariah screening indices:

  • Business Activity - any involvement (exclude companies which have any involvement in impermissible activities).

  • Liquidity Ratios – less than 49% of account receivable divided by 36-month market average market capital and less than 33% of cash plus interest bearing securities divided by 36-month average market capital.

  • Debt Ratio – less than 33% of total debt divided by 36-month market average market capital.



CONCLUSION

After doing all these findings, we find out that shariah screening methodology is important in order to make sure that the company’s stock is safe and shariah compliant and all of them have a different ratio in order to evaluate the stocks.  And the most important thing is the backbone of the Islamic capital market is shariah stock screening. The key to having a robust criteria for stocks is to have an effective and practical Shariah screening technique which can convince more of the investors. Not only that, shariah screening methodology is important because based on this criteria, stocks are classified either as Shariah compliant or non-compliant. The more theoretically robust and practically viable the Shariah screening criteria is, the more investors, corporations, regulators, and other actors in the Islamic capital market have faith in the market.


Monday, June 20, 2022

Issuance Process of Sukuk, Initial Public Offering and Private Equity

 







INTRODUCTION

The Islamic private equity (IPE) market has grown dramatically over the last few years. There are some similarities between venture capital (VC) and some traditional methods in Islamic financing. In medieval Islamic societies it is hard to pinpoint the starting of IPE but there were partnership arrangements like those practiced in conventional private equity (PE). Despite the financial subprime crisis and the lack of liquidity in financial markets, PE still plays an important role in financing growing unlisted firms all over the world. However, conventional PE and Islamic PE display different features. First, Islamic PE funds have less investment opportunities and cannot diversify their projects across activities and sectors mainly because of the Shari’ah compliance criterion. For instance, the PE fund is composed of the managers team, the Shari’ah supervision board SSB and the supervision compliance officer SCO. Second, the choice of PE partnerships depends on the target’s performance, the Islamic scholars’ school, and the religiosity degree of the country where they operate, and the SSB policy. Third, they bear varied and different risks from their conventional counterparts. Therefore, Islamic PE financing is expensive and still not very competitive. Fourth, to overcome and mitigate risks, conventional PE funds can issue convertible securities and abandon prematurely bad quality projects. In contrast, Islamic PE funds are actively involved in the project only in specific cases and cannot prematurely exit the target but can gradually sell their stocks to cover their equity. Finally, financial modes vary according to the degree of involvement of the PE fund in the project and the pre-agreed arrangements between the entrepreneur and the PE fund.




1. Sukuk

Sukuk, or Islamic bond, represents an important avenue for international fundraising and investment activities generating significant cross-border flows globally, and is the most popular financial instrument in the ICM. The Sukuk market has evolved as a major contributing factor driving the internationalization of Islamic finance, which has been facilitated by further developments of the international Islamic financial infrastructure, prompting Islamic financial institutions to venture beyond their domestic borders. Islamic funds have also grown in numbers providing an avenue for Muslim investors as well as other investors seeking alternative assets to invest in.


Key Differences between Sukuk and Conventional Bonds

The key differences between Sukuk and conventional bonds could be summarized as follows:

  • Sukuk are asset-based (but not necessarily asset-backed).

  • Sukuk represent undivided proportionate ownership interest in the underlying asset in the SharÄ«`ah-compliant investment scheme.

  • Attached to this ownership interest is the corresponding right to income streams from that asset.

  • Sukuk cannot be based on a transaction of debit and credit on a future basis (unlike conventional bonds).

Sukuk Al-Ijarah

A Sukuk al-Ijarah is based on an Ijarah, which refers to a lease or rental or hire contract whereby the lessor leases out goods, services, assets, real property or equipment to a lessee at an agreed rental fee for a predetermined lease period. The characteristics of an Ijarah are:

  • Lessor holds title to Ijarah property and bears responsibility for its upkeep.

  • Rentals derived under the Ijarah agreement are equivalent to the coupon payable under Sukuk.

  • Assets sold by SPV issuer to asset originator is pre-agreed and includes:

  • Face amount of the outstanding Sukuk; and

  • All other amounts due and owing by asset originator (as lessee) to SPV issuer (as lessor) under the Ijarah agreement.

Figure 1: Cash flows in Sukuk al-Ijarah – At Inception

Figure 2:  Cash flows in Sukuk al-Ijarah – Periodic Payment

 Figure 3:  Cash flows in Sukuk al-Ijarah – At Maturity/Dissolution

Graphically, the key steps and cash flows of Sukuk al-Ijarah are presented below in three phases:

  • At inception

  •  Periodic payments during the life of the instrument; and 

  • At maturity or dissolution






2. Initial Public Offering (IPO)

The IPO, or initial public offering, is a well-known fact in the stock market when it comes to new companies, underwriters, and investors. Initial Public Offerings (IPOs) provide a vehicle for potential investors to receive higher returns. Numerous studies have been conducted on the performance of initial public offerings in a variety of markets (Bajo et al., 2014). The attention may be linked to the usefulness of IPOs for economic growth and recruitment, but more often than not, it is focused on the considerable profit gains that they suggest to investors, according to Bessler and Thies (2007). In many markets, initial public offerings (IPOs) underpricing, or a new stock's positive gain on the listing day compared to its IPO offer price, is a typical occurrence. Various models and hypotheses have been offered in the finance literature to explain the so-called underpricing issue. In most countries, IPOs are quite essential, especially in growing countries like Malaysia. To establish whether the financial market is efficient, researchers should track IPO pricing and performance. To become publicly traded in Malaysia, IPO businesses must be listed on the Kuala Lumpur Stock Exchange (KLSE), presently known as Bursa Malaysia.


Listing Platform in Bursa Malaysia

Today, Bursa Malaysia offers three listing platforms, namely the Main Market, ACE Market and LEAP Market, to suit the differing needs of companies of all sizes and at different stages of their business cycle. With more than 900 companies across various economic sectors, Bursa Malaysia hosts the highest number of public listed companies in the ASEAN region.

Steps in the Initial Public Offering process

Main And ACE Market

Stage 1: Pre-Submission

1) Appointment of the advisers

2) Structuring of the IPO

3) Due diligence & internal control review

4) Preparing the documents required for submission

5) Pre-Submission Consultation with the regulators and key stakeholders 


Stage 2: Post-Submission for Approval

         1) Public exposure of the prospectus

    2) Queries from the regulators and visits by the regulators to the company's key                           business premises

 

Stage 3: Post-Approval

1) Appointment of an investor relations (IR) company

2) Execution of underwriting agreement (if required)

3) Registration and lodgment of the prospectus

4) Commencement of pre-marketing

 

Stage 4: Listing

1) Launch of Prospectus

2) Roadshows and book building exercise

3) Allocation of shares

4) Listing on the Main or ACE Market of Bursa Securities (Commencement of trading)


LEAP Market


Stage 1: Pre-Submission

1) Appointment of the advisers

2) Structuring of the IPO

3) Due diligence & internal control review

4) Deposit/lodgment of information memorandum

 

Stage 2: Post-Submission for Approval

1) Review by of the authorities of following 3 focus areas:

a. Corporate Governance

b. Conflict of Interest

c. Public Interest

Stage 3: Listing

1) Placement of Shares

2) Listing on the ACE Market of Bursa Securities (Commencement of trading)






3. Private Equity

An IPE fund, according to Sheikh Taqi Usmani, is made up of high-net-worth people (such as retired executives), business families, corporations, and institutions. Their goal is to increase capital and diversify their portfolios in exchange for excellent returns. The establishment of these funds results in a significant concentration of capital. In fact, hundreds of millions of Muslims, such as farmers and artisans, have savings that they never deposit in banks. These funds are capturing a large portion of these savings, which are growing rapidly. An IPE fund can finance a wider range of investments than a single investor could. Of course, when these investors work together, the dangers are reduced. In contrast with conventional PE funds, IPE funds must invest in companies that are Shari’ah compliant to make a halal profit.


Organization of a PE fund

PE firms are structured as partnerships with two key components:

  • The General Partners (GP); the management team responsible for the selection and management of the target company and, ultimately, the exit strategy.

  • The Limited Partners (LP); the providers of the capital. They provide funding and allow the GP to draw down funds as required for investments that meet an agreed profile.

At this point, IPE appears more restrictive than conventional PE. In fact, there are many investments which are not in accordance with Shari’ah principles (haram investments) including no investment in interest-bearing instruments.


Figure 4: An overview on the structure of PE funds


In contrast with conventional PE funds, in addition to the LP and GP, the IPE fund must ask for the approval of Islamic authorities before making any investment decision (see Figures 4). In fact, they operate in the following way:

  1. The Shari’ah committee also called the Shari’ah Advisory Council (SAC) sets the Shari’ah policy of the fund. It recruits a Shari’ah Adviser (SA) to supervise target companies.

  2. Investors raise funds for a fixed period of time to finance the selected IPE fund (IPEF).

  3. The management team (MT) of the selected fund invests only in the more profitable target companies.

  4. The SAC checks whether the project is Shari’ah compliant or not and that it is in accordance with their policy.

  5. MT and SA control target firms and report irregularities to the SAC.

  6. MT must disclose information about the progress of target companies to investors.

  7. The IPE fund exits the target company at a fixed date and shares the losses and profits with the entrepreneur.

The Role of the Shari’ah Advisory Council (SAC)

The fund's executive committee selects the fund's target firms. To protect their interests, the LP delegates this role to this committee. They frequently lack commercial experience. In Islamic finance, the Shari'ah committee, in addition to the standard executive committee, must approve the executive committee's actions; they retain and pick only Shari'ah compliance enterprises. Figures 2 set out the principles of Islamic Private Equity.


Figure 5: The Principles of Islamic Private Equity


The Shari’ah Board is an independent committee and contains at least three scholars who specialize in Islamic jurisprudence (Fiqh al Muamalat) as well as experts not only in the Islamic religion and its applications but also in financial law. This committee must:

  • Check whether the selected projects are in accordance with the principles of Shari’ah or not. Some scholars argue that the Shari’ah and executive committee should be independent to avoid conflicts of interest.

  • Interpret the Qur’an, the Sunnah and the Hadith which are the source of Islamic law, and Ijma’, Qiyas and Ijtihad which are used to provide interpretation and thereby facilitate future development and implementation of the Islamic judicial system.

  • Review all the stages of the investments to ensure that they are Shari’ah compliant. At the end of the year, this committee will control the financed enterprises and check whether they are Shari’ah compliant. Some projects can become ineligible when new elements occur such as research and development activities that can be useful to the weapons industry. Malaysia recommends the appointment of a SCO who will do the following tasks daily:

  • Check that all aspects of the business are in accordance with the Shari’ah (portfolio management, trading practices, operational matters etc).

  • Report any non-compliance to the Shari’ah Board.

  • Provide Shari’ah expertise on documentation, structuring, investment instruments and ensure compliance with the general Shari’ah principles and the standards, regulations and resolutions of the regulator.




COMPARISON BETWEEN SUKUK, INITIAL PUBLIC OFFERING (IPO) AND PRIVATE EQUITY

ITEM 

SUKUK

INITIAL PUBLIC OFFERING

PRIVATE EQUITY

Definition 


According to the Securities Commission Malaysia (SC) Sukuk as certificates of equal value which evidence undivided ownership or investment in the asset using shariah principle and concept endorsed by the SAC.

The process of offering shares of a private corporation to the public in a new stock issuance. An IPO allows a company to raise capital from public investors.

Investing in unlisted companies or businesses or turning public companies private , thus creating value in the enterprise by improving its operation.

Objective

Creating returns similar to those of conventional fixed-income instruments like bonds

To raise capital for a business

To increase capital and diversify their portfolios in exchange for excellent returns.

Risk 

sukuk is low risk means lower risk in portfolio which are less volatile than other asset such as equities

IPO are quite risky for individual investors because they do not have enough previous data to make evaluations.

Private equity is higher risk because it will give impact investment directly. For The investor with risk tolerance, it can be a profitable investment for them.

Trading platform

Issued and traded either exchange (Bursa Malaysia) or over-the-counter (OTC) via an appointed bank.

Companies must meet the standard of the exchange (bursa Malaysia) and the securities  and exchange commission to hold an IPO.

The capital is not listed on a public exchange. 

Issuance process

  1. The issuer sells certificates to investors

  2. The issuer uses the proceeds from the certificates to purchase the asset

  3. Investors receive partial ownership of the asset

  1. Select an investment bank

  2. Due diligence and regulatory filings

  3. Pricing

  4. Stabilization

  5. Transition to Market Competition


  1. Fundraising

  2. Deal generation

  3. Initial screening

  4. Due diligence and evaluation

  5. Structuring

  6. Post-investment monitoring

  7. Exit

Regulators 

Malaysian regulatory structure contains core legislations that govern Sukuk issuance, for instance, Capital Market Services Act 2007 (CMSA) (amendment 2012); Securities Commission Act 1993 (SCA) 

The main requirements for listing on the Main Market are found in the Capital Markets and Services Act 2007 ("CMSA") and the Main Market Listing Requirements.

The Securities Commission ("SC") and Bursa Malaysia are the regulatory bodies for companies wishing to list on the Main Market.


Private equity corporations  are required to have anti-corruption policies and procedures in place, as part of the Securities Commission Malaysia’s measures to strengthen anti- corruption measures for the capital market, and pursuant to the enactment of the corporate liability provision under section 17A of the Malaysian Anti-Corruption Commission Act 2009 effective 1 June 2020.

Guideline 

Guidelines on Sukuk set out the main terms and conditions related to the issuance of, buying or sale of Sukuk which need approval from SC(ISRA, 2015). 

The SC Guidelines provide that an applicant submitting a proposal to SC is expected to have good corporate governance practices. In considering a proposal, the SC would take into account the applicant's corporate governance record, including any previous actions taken against the applicant for any breach of

relevant laws, guidelines or rules issued by the SC and Bursa Malaysia.

These Guidelines on the Registration of Private Equity Corporations and Management Corporations (Guidelines) are issued by the Securities Commission Malaysia (SC) under section 377 of the Capital Markets and Services Act 2007 (CMSA) read together with section 76 of the CMSA.




CONCLUSION

In conclusion, there are a few differences between sukuk, initial public offering and private equity.  Sukuk are investments that are tradable. Sukuk has become a very successful islamic finance product. Sukuk need to fulfill several requirements in order to be shariah compliant.  Private equity constitutes an important role in the financial system as it provides financing and advisory services to companies that might otherwise encounter difficulty in attracting capital. Beside that, private equity also brings financial knowledge,expanded business network , strategic input, an institutional framework and corporate governance mechanisms in order to build more sustainable business for the investor.


REFERENCES 

Abdullah Mohammed Ahmed Ayedh, Amir Shaharuddin, & Muhammad Iqmal Hisham Kamaruddin. (2019). Shariah Screening Methodology: Does It ‘Really’ Shariah Compliance? Journal of Islamic Economics and Business, 12(2), 144-172.

Anwer, Z., Asadov, A., Kamil, N. K., Musaev, M., & Refede, M. (2019). Islamic venture capital–issues in practice. ISRA International Journal of Islamic Finance.

Ashraf, D., & Khawaja, M. (2016). Does the Shariah screening process matter? Evidence from Shariah compliant portfolios. Journal of Economic Behavior & Organization, 132, 77-92.

Bajo, E., Chemmanur, T. J., Simonyan, K., & Tehranian, H. (2014). Underwriter Networks in Initial Public Offerings. Available at SSRN 2456237. 

Bessler, W. and Thies, S. (2007). The Long-run Performance of Initial Public Offerings in Germany. Managerial Finance, 33 (6), 420-441.

Brau, J. C., & Fawcett, S. E. (2006). Initial public offerings: An analysis of theory and practice. The Journal of Finance, 61(1), 399-436.

Bursa Malaysia (2020). Going Public: A Practical Guide To Listing On Bursa Malaysia. 

Bursa Malaysia (February 2021). The Screening of Stocks for Shariah Compliance Components and Its Application in Major Global Equity Markets. Archive from https://bursaacademy.bursamarketplace.com/en/article/islamic-equities/the-screening-of-stocks-for-shariah-compliance-components-its-application-in-major-global-equity-markets

Corporate Institute Finance (12 February 2022). Knowledge. Trading & Investing. Sukuk. Retrieved from https://corporatefinanceinstitute.com/resources/knowledge/trading-investing/sukuk/

Corporate Institute Finance (7 May 2022). Knowledge. Finance. IPO Process. Retrieved from https://corporatefinanceinstitute.com/resources/knowledge/finance/ipo-process/

Fenn, G. W., Liang, N., & Prowse, S. (1997). The private equity market: An overview. Financial Markets, Institutions & Instruments, 6(4), 1-106.

Future learn (2021). What are interest-bearing securities? Archive from https://www.futurelearn.com/info/courses/defi-exploring-decentralised-finance-with-blockchain-technologies/0/steps/256215

Ho, C. S. F. (2015). International comparison of Shari’ah compliance screening standards. International Journal of Islamic and Middle Eastern Finance and Management, 8(2), 222-245.

Islamic Financial Services Board & International Organization of Securities Commissions & Securities Commission Malaysia (2013). Disclosure Requirements for Islamic Capital Market Products. 

Leila Yazdani, Sulaiman Aris. (2015). An assessment of the performance of initial public offering (IPOs) in Malaysia. Research Journal of Finance and Accounting, 6(3), 1-5.

Mohamad, S., & Razif, N. F. M. (2013). Shariah Compliant Securities, Sukuk and Islamic REITs in Malaysia. In Ahmad, W. M. W. (Eds.), Islamic Economics, Banking and Finance: Concept and Critical Issues, Pearson, 121-139.

Mohamed Ali Chatti & Ouidad Yousfi (January 2011). Chapter 11: Islamic Private Equity. Opportunities in Islamic Finance. Unconventional Answer to the Credit Crisis.