[Priya Garg is a 4th year student at the West Bengal National University of Juridical Sciences (WBNUJS)] In the Indian context, shareholders’ agreements (SHAs) have been widely categorized into two types – one, that impose restrictions on the transferability of shares held by the shareholders who happen to be the parties to the SHA (type 1 SHA) and the other, which deal with the matters relating...
Jaypee Infratech Case: Discerning the Reach of Avoidance Proceedings
[Sikha Bansal is a Senior Associate at Vinod Kothari & Company, and can be reached at [email protected] or [email protected]] In IDBI Limited v. Jaypee Infratech Limited (order dated May 16, 2018), the National Company Law Tribunal, Allahabad Bench (NCLT), dealt with a crucial aspect of insolvency proceedings, namely vulnerable transactions. The resolution professional (RP) of...
Investment by FPIs in Securitised Debt Instruments
[Anita Baid is a Senior Manager at Vinod Kothari Consultants P. Ltd] Investments by foreign portfolio investors (FPIs) in unlisted debentures and securitised debt instruments (SDIs) issued by Indian companies was allowed pursuant to a notification dated 27 February, 2017 issued by the Securities and Exchange Board of India (SEBI). Earlier in November, 2016, the Reserve Bank of India (RBI) had...
CCI Order on the Scope of Section 3(3) and Confidentiality under Leniency Regulations: A Critique
[Amitav Singh is a lawyer based in Lucknow and a graduate of NUALS Kochi] Recently, the Competition Commission of India (CCI) passed an order in Nagrik Chetna Manch v Fortified Securities Solutions & Ors. wherein it found six out of seven parties before it guilty of bid rigging under section 3(3)(d) of the Competition Act, 2001 (the Act) and imposed a total fine of nearly Rs. 3.5 crore. In...
Financial Exposure of Secured Creditors and the Relevance of Vertical Comparison in Resolution
[Richa Saraf is a Legal Advisor at Vinod Kothari Consultants Pvt. Ltd.] An effective conduct of the corporate insolvency resolution process calls for an insight into the ranking of claims of various creditors. In most resolution plans, one finds that the financial creditors are paid a particular value as settlement of claims, and no specific provision exists as to how this amount is to be...
Resale Price Maintenance in the High Technology Market: A Competition Law Perspective
[Mudit Nigam is a 4th Year Student of National Law Institute University, Bhopal] The increased demand for products such as smart phones, ultra-HD televisions, LED lights, high-end laptops and computers, has promoted technological innovation and market growth, leading to the prominence of the high technology market in India. The country is emerging as a global digital lab with more than 20,000...
Taxability of Liquidated Damages from a MAT perspective: Tracing the Law
[Hardeep Singh Chawlais an Advocate practicing in the M&A & PE Tax Department of a Big4 in Gurgaon, Haryana. Views expressed are his own. The author may be reached at [email protected]] ***** “…… in a taxing Act one has to look merely at what is clearly said. There is no room for any intendment. There is no equity about a tax. There is no presumption as to a tax...
Cross-Characterization of Share Capital
[Naren BS is an independent legal consultant and was previously a Senior Associate with a leading law firm] This post represents a brief discussion on the characteristics of equity and preference capital under the Companies Act, 2013 and the flexibility of cross-characterization between the two kinds of capital, i.e. imputing the characteristics of one kind of capital to the other. Background and...
Arbitration: Supreme Court Allows Jurisdictional Challenge in Setting Aside Proceedings
[Ayush Chaturvedi and Chandni Bhatia are 4th Year B.A.LLB (Hons) students at Dr. Ram Manohar Lohiya National Law University, Lucknow] In Lion Engineering Consultants v. State of M.P., the Supreme Court allowed the plea of the State of Madhya Pradesh challenging the jurisdiction of the arbitral tribunal for the first time in a proceeding for setting aside of an arbitral award under section 34 of...
Liquidation Before Resolution?
[Richa Sarafis a Legal Advisor at Vinod Kothari Consultants Pvt. Ltd.] Historically, it has taken an unduly long period of time to wind up or liquidate a company in India as compared to other countries. Such lengthy time-frames are detrimental to the interest of all stakeholders. The process ought to be time-bound, aimed at maximizing the chances of preserving value for the stakeholders as well...
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