1. Reactions to Vodafone The discussions on the Vodafone judgment of the Supreme Court continue to raise questions regarding tax avoidance, and also aspects of corporate law (distinguishing the sale of shares and sale of assets). While Prashant Bhushan has raised questions regarding the judgment on several counts (here and here), Arvind Datar...
The Bombay High Court on applying Vodafone to Sham Transactions
In Killick Nixon v DCIT, decided on 6 March 2012, a Division Bench of the Bombay High Court (Dr DY Chandrachud and MS Sanklecha JJ.) has considered the application of the guidance given by the Supreme Court in Vodafone to a transaction that was found at first instance to constitute a sham. The attempt by the taxpayer in this case is reminiscent of the tax avoidance transactions that shaped...
Paper on Enforceability of Share Transfer Restrictions
Niranjan and I have posted a paper titled “The Enforceability of Contractual Restrictions on the Transfer of Shares” on SSRN. The abstract is as follows: This paper analyzes the judicial trends regarding the enforceability of clauses in shareholders’ agreements that restrict the transfer of shares in Indian companies. The authors argue that neither VB Rangaraj’s case nor section 111A(2) of the...
PIL in Kerala to axe the vexed Intermediary Rules
(The following post is contributed by Rohan Bagai) In the midst of the tempestuous brouhaha over internet censorship and filtering of online content while US corporations like Microsoft and Yahoo are being let off on account of scanty evidence of objectionable content in their court battles at Delhi, a public interest litigation (PIL) has been filed in the Kerala High Court contesting the...
The Socio-Legal Review: Essay Competition
The Socio-Legal Review, the student edited peer reviewed journal of the National Law School of India University, Bangalore is holding the 2nd Annual SLR Essay Competition. Students from law schools and other undergraduate courses in India and around the world can participate and submit their essays on the topics mentioned below. 1. Emergent Civil Society: Redefining or negating participative...
Outbound FDI and M&A
The Reserve Bank of India has published a paper/address titled “Outward Indian FDI – Recent Trends & Emerging Issues” that examines various regulatory aspects of outbound FDI by Indian companies. It considers various business aspects and comments upon regulatory issues and concerns. The latest issue of The Economist also looks at outbound M&A from India, and analyzes the level of success...
Offer for sale by promoters through stock exchange mechanism (OFS) – A welcome move
(The following post is contributed by Yogesh Chande, an advocate practising in Mumbai) Background The Securities and Exchange Board of India (SEBI) by a circular dated 1 February 2012[1] (Circular), has permitted the Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited (Stock Exchanges) to provide a separate window, i.e. apart from the existing trading system for the...
SEBI Order on Synchronised Trades
Last week, SEBI issued an order involving synchronised trading in the scrips of Adani Exports Ltd. The case involves a sharp spike in the price of the shares, more than doubling during a one-month period in November-December 2003. SEBI’s investigation revealed possible synchronised reversal of trades by certain individuals and entities that may have contributed to the price movement. While...
Recent Comments