Blog Posts
-
Exercise of Share Warrants and triggering of open offer – whether? when? at what offer price? – SAT decides
[Posted by Jayant Thakur] SAT has recently decided here on the issue on whether, when and at what price would an open offer have to be made when Share Warrants are exercised. I am highlighting here just some interesting facts and decisions, simplifying them a little, to emphasize some interesting issues. The Promoter of the…
-
Recent amendment allowing additional 5% creeping acquisition for 55-75% slab – some issues
[Posted by Jayant Thakur] 1) SEBI amended vide notification dated 30th October 2008 the Takeover Regulations Takeover to, in essence, permit an acquirer, with persons acting in concert with him, to increase his holding by 5% by acquiring additional shares or voting rights upto 5% through open market purchases or pursuant to buyback of shares…
-
Amendments to Takeover Regulations for creeping acquisitions through market acquisitions/buyback made
[Posted by Jayant Thakur] SEBI has amended the Takeover Regulations to permit creeping acquisitions vide a notification dated 30th October 2008. I had highlighted here the Press Release that announced the decision of SEBI for this purpose. Following some queries by readers, and also certain points by Mr. Umakanth, more specifically on a concern expressed…
-
The grounds for lifting the Corporate Veil
[Posted by Mihir Naniwadekar] In an earlier post, I looked at a recent judgment of the England and Wales High Court by Justice Munby in Hashem v. Shayif. It appears from the judgment that the only case in which the corporate veil could be lifted was where the company was a façade. In order to…
-
Legality of ‘Exotic’ Derivatives – Part I
[Posted by V. Niranjan] A previous post had noted that the Madras High Court has recently upheld the legality of the so-called exotic derivatives, holding that they qualify for recovery through the Debt Recovery Tribunal. The following is an analysis of that judgment – Rajshree Sugars & Chemicals v. Axis Bank Ltd. (MANU/TN/0893/2008, C.S. No.…
-
Bill for Overhauling the Insurance Sector
[Posted by Shantanu Naravane] When debates raged as to the pros and cons of the 123 Agreement on nuclear fuel between India and the U.S., little was it known that its conclusion would benefit the unlikeliest of sectors in the Indian industry. While attention focussed on the fillip it would provide to the Indian…
-
Would increase in percentage holding because of buyback trigger the Takeover Regulations?
[Posted by Jayant Thakur] (Note:- SEBI had issued a press release on October 27, 2008, that I had discussed here, whereby, inter alia, SEBI announced its decision to exempt increase in shareholding on account of buyback upto 5% from applicability of creeping acquisition requirements. I had pointed out that a view is possible to hold…
-
Systemically Important Non-Deposit accepting NBFCs allowed to raise funds by Perpetual Debt Instruments
[Posted by Jayant Thakur] Reserve Bank of India has amended, vide a circular/notification, the Directions relating to acceptance of deposits and Prudential Norms for Non-Deposit accepting NBFCs and has enabled raising of funds through Perpetual Debt Instruments by systemically important non-deposit accepting NBFCs. This would help them, inter alia, raise their Capital for capital adequacy…
-
Creeping acquisition allowed between 55-75%/increase through buyback exempt upto 5%
[Posted by Jayant Thakur] Vide a press release dated October 27, 2008, SEBI has announced its decision to allow upto 5% creeping acquisitions between 55%-75% holding. However, the creeping acquisition between this slab can be only by “open market purchases in the normal segment” and not through bulk/block/negotiated deals or through preferential allotment. It is…
-
Companies Bill Introduced in Parliament
[Posted by Umakanth Varottil] Close on the heels of the Limited Liability Partnership Bill, the much anticipated Companies Bill, 2008 was introduced in Parliament on October 23, 2008. The Government’s press release carries the salient features of the Bill, which is set to usher in the most significant changes to company law since perhaps 1956…