Blog Posts
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FDI Guidelines to Apply to LLPs
[Posted by Shantanu Naravane] Several posts here have discussed the introduction of the concept of Limited Liability Partnerships (“LLPs”) in India, and its treatment under the Indian legal regime. In another interesting development, the Government is now planning to bring LLPs into the scope of the FDI regime, in order the streamline the establishment of…
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The Economics Nobel Prize 2009 and Governance
[Posted by Umakanth Varottil] This year’s Nobel Prize has been awarded to Professors Elinor Ostrom and Oliver Williamson for their work in the area of “economic governance”. The significance of this year’s award is its recognition of transaction economics despite its decline due to the financial crisis. Of relevance to our discussion is Williamson’s work,…
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Fiduciary Duties and Non-Executive Directors
[Posted by Mihir Naniwadekar] An earlier post had discussed a recent Australian judgment on the role and duties of a non-executive director, Australian Securities and Investment Commission v. MacDonald. More recently, according to a report on the Corporate Law and Governance blog, the Inner House of the Court of Session of Scotland has again commented…
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Indirect Acquisitions and Determination of Open Offer Price
[Posted by Umakanth Varottil] (The following post has been contributed by Avinash Balasubramaniam, who is an alumnus of the ILS Law College and a practising lawyer based in Chennai) The Securities Appellate Tribunal (SAT) yesterday delivered its verdict in the Zenotech open offer case directing Daichi to offer Rs.160/share to the shareholders of Zenotech. So…
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Accounting Standards under the New Companies Bill
[Posted by Shantanu Naravane] Recent posts have discussed the issue of ‘true and fair view’ and whether compliance with accounting standards necessary translated into meeting this standard laid down in the Companies Act. This makes it interesting to note that the new Companies Bill, apart from specifically stating that Accounting Standards are mandatory (proposed section…
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Compliance with Accounting Standards and the “True and Fair” View
[Posted by Mihir Naniwadekar] Can it be said that just because the Accounting Standards are not complied with, the accounts of a company do not present a true and fair picture of its financial position? Is compliance with the Accounting Standards mandatory, or are certain deviations justified? The Supreme Court’s observations in JK Industries v.…
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Incorporation of an Arbitration Clause by Reference
[Posted by V. Niranjan] One of the most controversial and interesting questions in contemporary arbitration law is incorporation by reference. It is a common practice in some industries, particularly shipping and construction, for the contractual relationship between the parties to be composed of several documents. It sometimes happens that a dispute arises with reference to…
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Towards evolving Global Corporate Governance Standards
[Posted by Mihir Naniwadekar] In a recent article, Mr. Umakanth drew a distinction between ‘insider’ and ‘outsider’ models of corporate governance, and argued that “…the current regime on corporate governance has been transplanted from jurisdictions which display diffused shareholding and hence is inappropriate to the Indian regime which is dominated by promoter-controlled companies. What is…
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Capital Gains and the Cost of Acquisition
[Posted by Shantanu Naravane] A recent post examined the decision of the Bombay High Court in Techno Shares which adopted a new stance on the law of depreciation. Soon after this decision, the Mumbai Bench of the Income Tax Appellate Tribunal seems to have marked another point of departure in relation to the taxation of…