The swiftness with which the sale of Satyam was effected has made headlines (please see links below). At stake were not only the interests of the company and its stakeholders (including shareholders, employees, customer, and so on) but also the credibility of India as an investment destination (particularly in the IT sector). These interests can largely be said to have been preserved (without...
The G20’s pledge to crack down on tax havens
The most significant outcome of the recently concluded G20 summit is perhaps its resolve to crack down on tax havens – unprecedented as it is, its implications are not entirely clear. In the communiqué of April 2, the G20 promises to “take action against non-cooperative jurisdictions, including tax havens” and declares that it stands “ready to deploy sanctions to protect our public finances and...
A Much Needed Reading Down of Dharmendra Textiles
An earlier post highlighted the implications of the decision of the Supreme Court in Dharmendra Textiles (306 ITR) on penalty proceedings under the revenue laws, including the Income Tax Act. The Court there overruled its earlier decision in Dilip Shroff, and concluded that there is no requirement of mens rea in the case of penalty proceedings. Thus, it does not need to be shown that the assessee...
Reputational Sanctions in Corporate Governance
Who Shall Govern? CEO/Board Power, Demographic Similarity, and New Director Selection The Satyam episode has led to debates about inadequacies in corporate governance norms in India. One of the issues currently being discussed pertains to the level of investor activism in the Indian markets. Compared to the developed economies such as the U.S. which has activist shareholders such as CalPERS and...
SEC Proposals to Curb Short Selling
Who Shall Govern? CEO/Board Power, Demographic Similarity, and New Director Selection The U.S. SEC earlier this week announced a set of proposals to curb short selling. One the one hand, it is argued by proponents of short selling (primarily institutional investors such as hedge funds) that such activity helps contribute to market efficiency. On the other hand, opponents of the idea (primarily...
Staid Capital Markets
Primary capital market activity in the form of public offerings and rights offerings is virtually down to a trickle. While that is not at all surprising considering the somber market conditions, some numbers have been recently reported in the Business Standard as follows: Fund mobilisation through initial public offerings (IPOs) touched a six-year low in 2008-09 due to the weakness in the...
AAR doubts Ishikawajima – Territorial Nexus and Royalties
An earlier post discussed the taxability of royalties paid to non-residents for technical services. There has been substantial conflict in decisions on this point. Under Section 9(1)(vi) of the Income Tax Act, 1961, royalties payable by non-residents in respect of a right, property or service utilized for the purpose of making or earning any income for any source in India is deemed to accrue or...
DO CO-OPERATIVE SOCIETIES FALL UNDER THE AMBIT OF THE SECURITIZATION ACT?
In an earlier post, it was reported that the Supreme Court had excluded cooperative societies from the purview of the RDB Act (Debt Recovery Tribunals). Recently, similar questions have been raised about the scope of the Securitization Act, 2002, and whether it covers co-operative societies. Unlike the RDB Act, which did not specifically include Co-operative Societies or delegate power to the...
Demystifying concepts and terms used in agreements
My colleague, Daksh Trivedi has recently written an interesting article in The Mint, where he has discussed the various legal concepts/ terms used in shareholders and share purchase agreements. He begins with: Typical documents used for capturing terms of equity investments, that is, share-purchase agreements or shareholders’ agreements, are now complex and ridden with industry terminology such...
Globalisation and the Indian Legal Sector
In what may perhaps be the first academic study in the field, Professor Jayanth Krishnan examines the issues that revolve around the opening up of the Indian legal sector to foreign law firms. In his paper Globetrotting Law Firms, which is the product of empirical study through fieldwork and interviews, Professor Krishnan comprehensively discusses various policy arguments and suggests some...
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