Blog Posts
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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…
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Amendment to Clause 49 – some thoughts
[Posted by Jayant Thakur] Some thoughts on the amendment to clause 49 vide circular dated 23rd October 2008 as referred to in my earlier brief note here. Clause 49 of the Listing Agreement requires that the Board of a listed company should consist of at least 50% non-executive directors. Further, if the Chairman is an…
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Amendments to Clause 49 of Listing Agreement
[Posted by Jayant Thakur] SEBI has issued a circular dated 23rd October 2008 and amended 49 of the Listing Agreement to provide a clarification regarding independent directors. The clarification is to the original circular which, inter alia, provided for change in the proportion of independent directors depending on whether or not the Chairman is a…
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SUPREME COURT RULES ON THE MEANING OF “INTERNATIONAL COMMERCIAL ARBITRATION”, WITH CONSEQUENCES FOR FORUM SHOPPING
[Posted by Venugopal Mahapatra] The case of TDM Infrastructure Pvt. Ltd. v. UE Development India Pvt. Ltd., decided by a single judge bench of the Supreme Court in May 2008, is an important judgment dealing with the issue of forum shopping with respect to seats of arbitration, and arbitration laws. In TDM Infrastructure, the facts…
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LLP Bill Introduced in Parliament
[Posted by Umakanth Varottil] The new Limited Liability Partnership Bill, 2008 was introduced in Parliament on October 21, 2008. This supersedes the previous Bill of 2006, which was withdrawn. The salient features of the new Bill are set out in the Government’s press release as follows: “(i) The LLP will be an alternative corporate business…
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British decision on lifting the corporate veil: Clarity or more confusion?
[Posted by Mihir Naniwadekar] Considerable difficulty arises in trying to find a coherent set of principles to govern issues related to ‘lifting the corporate veil’. Courts have relied upon several factors in deciding whether to ignore the existence of the corporate entity – ‘fraud’ or ‘sham’, ‘single economic entity’, ‘agency’, ‘tax evasion’, ‘determination of nationality’…
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Supreme Court exempts Co-Operative Banks from claiming under Recovery of Debts Due to Banks and Financial Institutions Act
[Posted by Venugopal Mahapatra] The case of Greater Bombay Co-Op Bank Ltd. v. United Yarn Tex. Pvt. Ltd. and Ors., decided by a three judge bench of the Supreme Court finally settles the long-ranging debate about the interplay between Debt Recovery Tribunals and Co-operative Banks that had brought about a series of conflicting High Court…
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Important Judgment on the Levy of Penalties in Civil Liability Laws
[Posted by V. Niranjan] In a crucial judgment on the scope of penalty provisions in tax and other civil liability laws, the Supreme Court has significantly broadened their scope (Union of India v. Dharmendra Textile Processors, CA Nos. 10289 – 10303 of 2003, decided on September 29, 2008, per Pasayat J.). The judgment of the…
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The Tax Evasion Debate Revisited
[Posted by Shantanu Naravane] An earlier post here had looked at the interrelation between the ratios of Azadi Bachao Andolan and McDowell on the issue of tax evasion, and concluded that the stricture against tax evasion laid down in McDowell hadn’t been completely laid to rest by Azadi, and that there still was scope for…
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Legality of Derivatives: Emerging Signs
[Posted by Umakanth Varottil] Readers will recall that over the last few months several companies had entered into derivative transactions with banks wherein they were required to pay significant amounts of money to banks. When faced with claims from the banks, these companies challenged the validity of these derivative transactions in various courts in India,…