ArchiveAugust 2014

“Make in India” frustrated by regulations “Made in India”

The Delisting Regulations applicable in India have been controversial since inception.  Earlier this year, SEBI published a discussion paper seeking to review them.  This Blog commented on the discussion paper here. Earlier this week, in my column in Business Standard, I wrote about how tinkering with the Delisting Regulations will not be of help. The Delisting Regulations is a body of...

OECD Report on Related Party Transactions in India

The topic of related party transactions (RPTs) has acquired tremendous importance lately and has been the subject matter of intense discussion and debate both on this Blog (here) and elsewhere (here, here and here). The discussions focus on the specifics and the interpretation of the Companies Act and the Rules promulgated by the Ministry of Corporate Affairs (MCA) that deal with RPTs. In the...

Guest Post – Delhi Airport Metro Case: Twilight Zone of the “pro-arbitration” trend

[The following post is contributed by Sujoy Chatterjee who is an Advocate in New Delhi and an alumnus of the National Law University Jodhpur (’13)] In recent times, there has been a propensity towards characterizing judgments of the Indian judiciary either as “pro-arbitration” or “against the pro-arbitration trend” (for example, see here, here and here). The rationale behind this tendency of...

Guest Post – MCA amends RPT rules: Makes provisions stricter

[The following post is contributed by Vinod Kothari and Shampita Das of Vinod Kothari & Company. They can be contacted respectively at [email protected] and [email protected]] The latest setback from the MCA has come by way of the amendments to the Companies (Meetings of Board and its Powers) Rules, 2014 (MBP Rules) vide its notification dated 14th August, 2014, which is yet to...

Improving the Ease of Doing Business in India

We have been seeking to track India’s performance in World Bank’s Doing Business rankings for the last few years (with the last one available here). India has not made much progress in recent years on the overall scores, except on a few specific parameters. This has also become a cause of concern for foreign investors. The Government has now taken cognisance of these issues and the Department of...

Reliance v Union of India: Implied Exclusion of Part I of the Arbitration Act

The Supreme Court recently gave an important judgment (Reliance Industries Ltd v Union of India) on the implied exclusion of Part I of the Arbitration and Conciliation Act, 1996, for arbitration agreements that are governed by Bhatia International (ie, all agreements concluded before 6 September 2012). RIL v UoI is likely to be welcomed by the arbitration community as further evidence of the...

Securities Appellate Tribunal reads the Riot Act for judicial indiscipline

In an important reminder to regulatory agencies to adhere to judicial discipline, the Securities Appellate Tribunal has passed an order setting aside an adjudication order passed by the Securities and Exchange Board of India for ignoring the ratio laid down in another order passed by another adjudicating officer.  The SAT has directed that the matter be placed before another adjudicating...

Paper on Squeeze Outs in India

Professor Vikramaditya Khanna and I have co-authored a working paper titled “Regulating Squeeze Outs in India: A Comparative Perspective” that is now available on SSRN. The abstract is as follows: Squeeze outs are both visible and palpable manifestations of a controlling shareholder’s raw power within the corporate machinery – the ability to openly force minority shareholders to exit the company...

Guest Post: Corporate Law Reforms and Whistleblowing

[The following post is contributed by Suprotik Das, a 3rd year law student at the Jindal Global Law School, Sonepat, Haryana] Last year, with the advent of the Companies Act, 2013 (the Act), the thrust has been toward fraud protection and having an effective corporate vigil mechanism. Companies in India are now required to have an appropriate whistle blower protection policy in place. In this...

Bombay High Court on “Slump Sales”

The Bombay High Court recently considered as interesting point on ‘slump sales’ in the income tax context.  The case, CIT v Bharat Bijlee 365 ITR 258, arose after the assessee company transferred one of its undertakings (as a going concern) to another entity under a scheme of arrangement u/s 391-394 of the Companies Act, 1956.  There was no monetary consideration for the transfer:...

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