Earlier this week, the US Securities and Exchange Commission (SEC) issued a settlement order in a case involving a company that required its employees to sign a confidentiality agreement when they were interviewed in internal investigations for allegations of potential violations of federal securities laws. The SEC decried the use of such confidentiality agreements as militating against laws that...
The Efficacy of a Listing Platform for Start-Ups
Last week, SEBI issued a discussion paper on “Alternate Capital Raising Platform and Review of Other Regulatory Requirements”, which is aimed at providing start-up companies the facility of listing their securities on a trading platform without going through the extensive onerous and listing requirements that might be applicable in the normal course. This is explicit recognition of the need to...
Gender Diversity on Corporate Boards: The Need to Move Beyond Rhetoric
Over the last few days, the financial press has been abuzz with the efforts of listed companies in India to recruit at least one woman director on their board in order to comply with the requirement under clause 49 of the listing agreement that takes effect today. This requirement also emanates from the Companies Act, 2013. In a last-minute scramble, it is estimated that as many as 250 companies...
Financial Sector Legislation, Anti-terror Laws, Human Rights and the Indian Constitution
We all now know that the Supreme Court outlawed Section 66-A of the Information Technology Act in a recent order. I wrote about the court’s core findings in a column in the Mirror publications last Friday. I would have been remiss in not writing about the court’s rationale in the very same judgement, in refusing to strike down as unconstitutional, a different section of the...
Corporate Benevolence: Companies May Accept Gifts, and Tax Free
[The following post is contributed by Vinod Kothari of Vinod Kothari & Co. The author can be contacted at [email protected].] When it comes the law imposing a requirement of spending on corporate social responsibility (CSR), which is 2% of the profits of the company, we come to notice all sorts of ingenious ways of companies trying to avoid or evade the requirement. Some might even go to...
SEBI Guidelines for International Finance Centres
[The following post is contributed by Yogesh Chande, who is an Associate Partner with Economic Laws Practice, Advocates & Solicitors. Views of the author are personal.] The report (2007) of the High Powered Expert Committee (HPEC) on ‘Mumbai: An International Financial Centre’ had in its report suggested the setting up of International Financial Centre in Mumbai. The Minister of Finance...
SEBI Amends Delisting, Takeovers and Buyback Regulations
[The following post is contributed by Yogesh Chande, who is an Associate Partner with Economic Laws Practice, Advocates & Solicitors. Views of the author are personal. SEBI has with effect from 24 March 2015 amended the following regulations: (a) SEBI (Delisting of Equity Shares) Regulations, 2009 (“Delisting Regulations”); (b) SEBI (Substantial Acquisition of Shares...
SEBI’s Restraint Order: Impact on Joint Accounts
[The following post is contributed by Yogesh Chande, who is an Associate Partner with Economic Laws Practice, Advocates & Solicitors. Views of the author are personal. The author discusses a recent SEBI order regarding the scope of a restraint passed by it earlier on a noticee from dealing in securities. By now clarifying that joint accounts too are within the purview of the prohibition...
Role of the Regional Director in a Scheme of Arrangement
Mergers, demergers and other forms of corporate restructuring are usually effected through a scheme of arrangement that not only requires the approval of different classes of shareholders and creditors, but also the sanction of the relevant court of law. The provisions of the Companies Act, 1956, specifically sections 391 to 394, contain an elaborate framework to give effect to such schemes of...
The Undisclosed Foreign Income and Assets (Imposition of Tax) Bill, 2015
In the Budget Speech 2015, the Finance Minister outlined certain broad themes surrounding the tax proposals. The “first and foremost pillar” was stated to be “to effectively deal with the problem of black money”. To that end, the Government has introduced the Undisclosed Foreign Income and Assets (Imposition of Tax) Bill, 2015 in the Lok Sabha. A copy of the Bill can be downloaded here...
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