Category: Uncategorized
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Second Leg of SARFAESI: All Transactions to be Registered with CERSAI
[The following guest post is contributed by Niddhi Parmar of Vinod Kothari & Company. The author can be contacted at parmar@vinodkothari.com] Introduction The Central Government introduced the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest (Central Registry) Amendment Rules, 2016 (hereinafter referred as ‘Amendment Rules, 2016’) on January 22, 2016 (being the…
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Messer Holdings: Supreme Court Refuses to Decide on the Enforceability of Share Transfer Restrictions
As we have previously discussed on several occasions (here and here), the question of enforceability of share transfer restrictions in Indian companies has been a vexed one. Although the Bombay High Court has sought to bring about some resolution of the issues in its leading judgments of Messer Holdings v. Shyam Madanmohan Ruia and Bajaj…
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Some Ambiguities in the Rules on Downstream Investments
[The following guest post is contributed by Ajay G. Prasad, who is a Senior Associate with Kochhar & Co, Bangalore. Views expressed in this post are personal and do not reflect the views of the firm.] Exchange control rules on downstream investment form an important aspect to consider in M&A transactions. As per the foreign…
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Due Diligence in Corporate Transactions and Insider Trading Laws
In corporate transactions involving shares of listed companies, the ability to conduct a detailed due diligence is constrained by laws that regulate insider trading. In a paper titled “Due Diligence in Share Acquisitions: Navigating the Insider Trading Regime”, I seek to examine this issue in detail. The abstract of the paper is as follows: The…
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SEBI’s Inconsistent Orders on Similar Securities Law Violations
[The following guest post is contributed by Supreme Waskar, who is a corporate lawyer] By way of its order dated April 20, 2016 in the matter of M/s. Krishna Enterprises & M/s. Rajesh Services Centre (“Appellants”), the Securities Appellate Tribunal (SAT) observed that the Securities and Exchange Board of India (SEBI) is inconsistent in levying penalties…
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Taxing E-Commerce through State entry tax laws – a short-term revenue maximisation strategy
[The following is an article published in Business Standard today on the recent trend of taxing E-Commerce through entry tax – authored by Sudipta Bhattacharjee, Principal – Tax Controversy Management, Advaita Legal (views are personal). The final concluding paragraph was not part of the published article, and has been added for the sake of completeness.]…
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Pothier’s Mailbox: Misunderstanding the Moment of Contract Formation under the Contract Act
(The following guest post is contributed by Shivprasad Swaminathan, who is Associate Professor at the Jindal Global Law School) The argument The law on the moment of contract formation applied by the courts in India and endorsed by the scholarly literature rests on a mistaken understanding of s. 4 of the Indian Contract Act, 1872. Courts and…
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A Move Towards “Pool in India”; However, Room for More Reforms Exists!
[The following post is contributed by Yashesh Ashar, who is a tax and regulatory consultant. Views expressed are personal.] The Finance Bill, 2016 has given in to the much sought-after demand of the domestic private equity (PE) industry by amending the provisions relating to the tax withholding obligations for the category I and category II…
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Gender Diversity and Government Companies
It has been more than a year since a provision in the Companies Act, 2013 came into effect that requires all listed companies to have at least one woman director. As we had previously discussed, companies scrambled to comply with the requirement as of April 1, 2015, the effective date. However, a recent news report…
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Stamp Duty on Inter-State Amalgamations
[This post is slightly longer than our usual posts. I would like to thank a reader for drawing attention to a judgment that is the subject matter of this post] Stamp duty on schemes of amalgamation undertaken through sections 391 to 394 of the Companies Act, 1956 have tended to experience a great deal of…
