Hitherto, an Indian company could issue shares to a non-resident against payment obligations only in certain circumstances. These related to “lump-sum technical know-how fee, royalty, External Commercial Borrowings (ECB) (other than import dues deemed as ECB or Trade Credit as per RBI guidelines) and import payables of capital goods by units in Special Economic Zones” subject to applicable...
Report on Gender Diversity in Corporate Boards
The issue of board diversity has acquired considerable prominence in recent times. Although there can be various hues to the concept of diversity, one manifestation relates to gender diversity and the requirement for women directors on corporate boards. What began as a useful management strategy has acquired regulatory overtones. Several countries have incorporated gender diversity into their...
Supreme Court on Non-Compete Fee Under the Takeover Regulations
[The following post is contributed by Yogesh Chande, Associate Partner, Economic Laws Practice. Views are personal] The Supreme Court passed an order setting aside the Securities Appellate Tribunal (SAT) decision [and order of SEBI] on payment of “non-compete” fee under the erstwhile SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (SEBI Takeover Regulations) Background...
Typographical Errors Ailing Securities Laws?
[The following post is contributed by Vaneesa Abhishek, who is a securities lawyer and a former Legal Officer of the Securities and Exchange Board of India (SEBI)] Background The Securities Laws Amendment Act, 2014 (“2014 Act“) was notified recently. Section 1(4) of the 2014 Act provides that certain provisions that relate to minimum penalty under adjudication chapters of the...
SEBI’s Revisions to Corporate Governance Norms
In April this year, SEBI had announced a revamped clause 49 of the listing agreement specifying the revised corporate governance norms to come into effect from October 1, 2014. This was to bring the SEBI norms in line with the Companies Act, 2013 (2013 Act). However, in certain material respects, the new clause 49 differed from the provisions of the 2013 Act, in that clause 49 imposed a more...
SAT Order on “Flash Crash”
A few days ago, the Securities Appellate Tribunal (SAT) passed its order on an appeal by Emkay Global Financial Services Limited against the National Stock Exchange (NSE) and several investors in a case involving a “flash crash”. This case raises interesting legal and contractual issues, although they were substantially resolved through an interpretation of the bye laws and various circulars...
The Securities Laws (Amendment) Act, 2014 – A Critical Analysis
[The following guest post is contributed by Mubashshir Sarshar, who is a lawyer and an alumnus of National Law University Delhi. The author can be reached at [email protected].] Two standalone incidents within a span of one year have managed to change the entire paradigm of the securities market transactions in India. The Sahara and Saradha episodes symbolised the stark loopholes that...
Guest Post: Guarantee Against Loan from Banks and Financial Institutions
[The following post is contributed by Abhishek Bansal and Stuti Bansal, Corporate Professionals, Advisors & Advocates. The authors can be reached at [email protected] and [email protected] respectively] Recently, India saw the enactment of the Companies Act, 2013 (“Act”), replacing the Companies Act, 1956, which governed the incorporation, functioning, transactions and other activities of...
Guest Post: Company Law Settlement Scheme – 2014
[The following guest post is contributed by Abhishek Dubey, who is a Senior Associate with BMR Legal. Prior to joining BMR Legal, Abhishek has worked with Amarchand & Mangaldas & Suresh A. Shroff & Co. and P&A Law Offices.] Introduction The Ministry of Corporate Affairs has introduced a scheme for companies who have defaulted in making annual statutory filings with the Registrar...
Guest Post: CCI Order on Car Manufacturers for Anti-Competitive Conduct
[The following guest post is contributed by Ann Minu Jose, a lawyer working with the Competition Commission of India. Views expressed are personal. The CCI Order discussed is available here] Facts: Information was filed under Section 19(1)(a) of the Competition Act, 2002 (“Act”) initially against 3 car manufacturers[1] alleging anti-competitive practices on part of the opposite parties...
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