[Priya Garg is a 5th year student at West Bengal National University of Juridical Sciences (WBNUJS), Kolkata] In this post, I view the Binani Cement case from the lens of an organisational governance enthusiast. I thereby highlight the lacuna that exist under the Insolvency and Bankruptcy Code, 2016 (IBC) towards ensuring that good internal governance practices are followed at the stage of...
RBI’s Circular Invalidated: A Potential Watershed Moment in the Indian Insolvency Regime
[Saurav Roy is a final-year law student [V B.A.LL.B] at ILS Law College, Pune] On 2 April 2019, a Supreme Court bench of Justice Rohinton Nariman and Justice Vineet Saran delivered a landmark judgement in the case of Dharani Sugars and Chemicals Ltd. v. Union of India which deals with the pertinent issue of a controversial circular issued on 12 February 2018 titled “Resolution of Stressed Assets...
Identifying The Arbitral Seat From Ambiguous Dispute Settlement Clauses—Has Supreme Court Muddied The Waters?
[Anirudh Lekhi is an associate at a law firm in New Delhi, having graduated from National University of Juridical Sciences in 2017] The choice of the arbitral seat is fundamental to arbitration. The seat determines the lex arbitri as well as the courts that exercise supervisory jurisdiction over the arbitration. Although the distinction between the ‘venue’ and ‘seat’ of arbitration is well...
Call for Papers: NALSAR Student Law Review
[Announcement from the NALSAR Student Law Review] The NALSAR Student Law Review (NSLR) is now accepting submissions for its upcoming Volume XIV. NSLR is an annual, student-edited, peer-reviewed law review that is the flagship publication of NALSAR University of Law, Hyderabad, India. With a collaborative system of review and publication process, we remain committed to encouraging and enhancing...
Section 6(2a) of the Competition Act: The Invalidity Cloak
[Siddarth P. Chokkalingam is a 4th year student of the National Law School of India University, Bangalore] Section 6(2A) of the Competition Act, 2002 has been interpreted by the Competition Commission of India as well as the Supreme Court to impose standstill obligations on the parties, refraining them from consummating any combination, until the expiry of the 210 days mentioned therein or until...
A Sandbox for Indian Fintechs
[Manal Shah is a student at the National University of Advanced Legal Studies, Kochi and writes at thesecuritiesblawg.in] In his keynote address at the NITI Aayog FinTech Conclave 2019 held on 25 March 2019, the Governor of the Reserve Bank of India (RBI), Shaktikanta Das, addressed and acknowledged the growth and potential for fintech firms in India. While doing so, he acknowledged that India...
Sensitization: The Key to Implementation of Insider Trading Regulations
[Ambika Mehrotra is a Manager at Vinod Kothari & Company and can be contacted at [email protected]] Background of the Regulations The strong and decisive steps taken by the Securities and Exchange Board of India (SEBI) with respect to insider trading have attracted a great deal of attention over the last couple of months. The modifications to the existing SEBI (Prohibition of Insider...
Recent Developments Pertaining to Independent Directors
Professor Bala N. Balasubramanian has authored the latest edition of the NSE Quarterly Briefing titled “Caution: Independent Directors – Hairpin Turns Ahead!”. The abstract/introduction is as follows: The institution of Independent Directors (D), heralded as a virtual panacea for all governance ills, nearly three decades ago in the UK’s Cadbury prescriptions, is now almost universally under...
Bombay High Court on the Rights Available under the Arbitration and Conciliation Act if the Seat of Arbitration is London
[Gourav Mohanty is a lawyer in Mumbai] The judgment of Bombay High Court earlier this year in Prysmian Cavi E Sisteni S.r.l v Viiay Karia may have struck a death knell to the prospects of choosing London as a seat of arbitration for Indian parties. This post will examine whether pursuing a London-seated arbitration would deprive an award debtor of its right to resist an award on jurisdictional...
Delimiting the Boundaries: Settlement Plan under the Insolvency Regime
[Varsha Gupta and Tushar Behl are 4th year students at the School of Law, UPES, Dehradun] The Insolvency and Bankruptcy Code, 2016 was enacted with the objective of facilitating time-bound resolution of corporate persons, among others, for maximizing the value of assets of such persons. Considering the resolution objective of the Code, section 12A was introduced through the Insolvency and...
India’s Draft Privacy Law: Can Blockchain Forget?
[Jishnu M Nair is an Attorney at IBM India/South Asia. The opinions are personal views of the author and do not necessarily represent IBM’s positions, strategies or opinions.] The right to be forgotten is one of the key requirements of the recently released draft of India’s personal data protection law. Can blockchain adapt to this key concept? In Mario Costeja Gonzalez[i], the Court...
Successful Bidder, Failed Resolution: Analyzing the Lacuna in the Insolvency and Bankruptcy Code, 2016
[Siddharth Kumar is a student at Vivekananda School of Law and Legal Studies, New Delhi and Aditya Prasad at Jindal Global Law School, Sonepat. They are also Editor and Associate Editor respectively of the CorpLexia Blawg] The Insolvency and Bankruptcy Code, 2016 has arguably been one of the foremost developments in the Indian financial laws in recent times. While the Code has proven to be (or...
Claims in Quantum Meruit vis-à-vis Damages in Breach of Contract
[Pulkit Khare and Vaidehi Soni are 4th Year B.A., LL.B. (Hons.) students of the National University of Advanced Legal Studies, Kochi] The Supreme Court recently in Mahanagar Telephone Nigam Ltd. (MTNL) v. Tata Communications Ltd. raised a question whether quasi-contractual obligations can be imported into a contract which already stipulates a sum for its breach. The case was brought about to...
SEBI Consults on Shares with Differential Voting Rights
Dual class share (DCS) structures are becoming more popular around the world. While they have been existent in several companies in the United States (US) for some decades now, they were accompanied sometimes by a sense of unease among investors and regulators due to the disparity they create between economic rights (level of ownership) of shareholders and their control rights (voting). Since the...
Entity versus Enterprise: Dealing with Insolvency of Corporate Groups
[Vinod Kothari and Sikha Bansal are with Vinod Kothari & Company. The can be reached at [email protected]] Present-day businesses sweep across multiple entities, such that the “enterprise” consisting of multiple entities, often in multiple jurisdictions, is referred to as a “group”. While accounting standards and securities market regulators have moved on to the concept of “business...
Supreme Court on Relevance of Section 15J of SEBI Act
[Rakshita Poddar and Jitesh Maheshwari are associates at Mindspright Legal] The Supreme Court of India has recently passed a landmark judgment in Adjudicating Officer (“AO”), SEBI v. Bhavesh Pabari by which it has overruled its previous judgment in SEBI v. Roofit Industries Ltd. and explained the relevance of section 15J of the Securities and Exchange Board of India Act, 1992. The Securities and...
Dissecting the L&T-Mindtree Takeover Battle
Hostile takeovers are rare in India; there have been only a handful of occurrences over the last few decades. Hence, the announcement by Larsen & Toubro (L&T) yesterday that it intends to launch a takeover of Mindtree set the Indian corporate scene abuzz because the promoters and management of Mindtree have sought to aggressively resist L&T’s attempts. It is billed as the first...
5th GNLU Moot on Securities and Investment Law
[Announcement on behalf of the Gujarat National Law University, Gandhinagar] Since its establishment in 2015, the GNLU Moot on Securities and Investment Law (GNLUMSIL) has garnered praise for providing a platform to students to be able to simulate challenges faced by the Indian capital markets and, at the same time, offering them a stimulating opportunity for research and learning in the domain...
Arbitrating Disputes under the Transfer of Property Act, 1882
[Abhinav Sankaranarayanan is a III year B.A.L.L.B (Hons.) student at the West Bengal National University of Juridical Sciences, Kolkata (WBNUJS)] Background On 28 February 2019, a Division Bench of the Supreme Court in Vidya Drolia v. Durga Trading Corporation revisited the convoluted jurisprudence surrounding the arbitrability of disputes governed by the provisions of the Transfer of Property...
Food Combos: Whether Single-Brand or Multi-Brand Retailing?
[Akhil Kumar is a fourth year BA LLB (Hons.) student and Ayushi Singh a third year BA LLB (Hons.) student at NUALS, Kochi] Single and Multi-Brand Retail Trading According to paragraph 5.2.1. of the Foreign Direct Investment Policy (“Policy”), foreign direct investment (“FDI”) in the manufacturing sector is permitted in India under the automatic route. Further, a manufacturer is permitted to sell...
Consideration of Improved Financial Offer in the Insolvency Resolution Process
[Varsha Gupta is a 4th-year law student at the School of Law, UPES, Dehradun] Introduction After the approval of the resolution plan of JSW Steel in the Bhushan Power & Steel Limited, Tata Steel Limited, one of the resolution applicants challenged the submission of an improved financial offer. In Tata Steel Limited v. Liberty House Group Pte. Ltd., Tata Steel Limited argued that the National...
Jaiprakash Associates Case: A Throwback to Judicial Interference in the Arbitral Process?
[Rishabh Malaviya is an Advocate at Arista Chambers, Bangalore] The Supreme Court’s recent decision in Jaiprakash Associates Ltd. v. Tehri Hydro Development Corporation India Ltd. (2019 SCC OnLine SC 143) discussed the scope of an arbitral tribunal’s power to award pendente lite interest. While the decision only reiterates the position of law laid down in several previous cases, the approach...
Double Claim by a Creditor
[Richa Saraf is a Legal Advisor at Vinod Kothari & Co.] In Dr. Vishnu Kumar Agarwal v. Piramal Enterprises Ltd. (January 2019), the National Company Law Appellate Tribunal (NCLAT) held that multiple applications for initiation of corporate insolvency resolution process for the very same debt or claim is not permissible. Now, consider a situation where Company A (guarantor) has guaranteed the...
Delhi High Court on Determining Ineligibility of an Arbitrator
[Kishan Gupta is a 4th Year B.A.LLB (Hons.) Student at Dr. RML National Law University, Lucknow] By the introduction of the 2015 amendment to the Arbitration and Conciliation Act, 1996, the standard of reviewing the independence and impartiality of arbitrators has become more stringent. As it now stands, the Act contains two schedules detailing the grounds: (a) that might give rise to justifiable...
Do the Companies (Significant Beneficial Owners) Amendment Rules, 2019 Narrow the Scope of these Rules?
[Aditi Tomar is a 4th Year B.A.LLB (Hons.) Student at NALSAR University of Law, Hyderabad] The Companies (Significant Beneficial Owners) Rules, 2018 (“Rules”), which were notified on 14 June 2018, aimed to trace the ultimate individual or natural person who holds beneficial interest, i.e., exercises rights and entitlements in the company, by looking through the complex layers of the corporate...
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