[Post by Munmi Phukon and Sagar Batra of Vinod Kothari & Company] Meaning of Corporation or Body Corporate Pursuant to Section 2(11) of the Companies Act, 2013 (CA, 2013), “body corporate” or “corporation” includes a company incorporated outside India, but does not include— (i) a co-operative society registered under any law relating to co-operative...
Intention of the Legislature Under Section 14A of the Income Tax Act, 1961
[Post by Akash Santosh Loya, 3rd year B.A. LL.B.(Hons.) student from National University of Advanced Legal Studies, Kochi.] In the case of Godrej Boyce & Manufacturing Ltd. v. Deputy Commissioner of Income Tax and Anr decided last month, the Supreme Court of India decided on the issue relating to the disallowance of expenditure under section 14A of the Income Tax Act, 1961 (the ‘Act’)...
A Closer Look at the Cross-Border Mergers Regime in India
[Post by Suprotik Das, a 5th year law student at the Jindal Global Law School, Sonepat, Haryana.] April 13, 2017 marked a momentous event in the cross-border merger regime in India with the Ministry of Corporate Affairs notifying section 234 of the Companies Act, 2013 as well as amendments to the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in the form of Rule 25A. Read...
Call for Papers: Asian Journal of Comparative Law
[Announcement posted on behalf of the Asian Journal of Comaparative Law] The Asian Journal of Comparative Law (AsJCL) is the leading forum for research and discussion of the law and legal systems of Asia. It embraces work that is theoretical, empirical, socio-legal, doctrinal or comparative that relates to one or more Asian legal systems, as well as work that compares one or more Asian legal...
Arbitration Agreement and Piercing the Corporate Veil
When a company is a party to an agreement that is subject to arbitration, can the arbitration award be passed against a significant shareholder of such company? That would generally be possible only if either the shareholder has expressly or impliedly consented to be bound by the arbitration agreement, or if the corporate veil of the company can be pierced to impose liability on the shareholder...
The Impact of Demonetization on the Corporate Sector
Professors Dhammika Dharmapala and Vikramaditya S. Khanna have posted a working paper titled “Stock Market Reactions to India’s 2016 Demonetization: Implications for Tax Evasion, Corruption, and Financial Constraints”, the abstract of which is as follows: On November 8, 2016, the Indian government made a surprise announcement that certain currency notes (representing 86% of the currency...
Resolution Application by Operational Creditors: Interpretation of the Term “Dispute”
[Post by Nitu Poddar, Associate at Vinod Kothari & Company, Corporate Law and Resolution Division ([email protected]) Other posts on related topics can be found here and here.] To file an application under the Insolvency and Bankruptcy Code, 2016 (the Code), an operational creditor has to serve a demand notice on the corporate debtor ten days prior to the application. The corporate debtor...
Tata – Docomo Verdict: A Critical Analysis
[Post by Anurag Pareek, who is a Joint Partner at Lakshmikumaran & Sridharan (L&S). However, the views expressed herein are the author’s own, and not necessarily those of L&S. A related post on the topic can be found here.] Introduction Enforcing an arbitral award (the “Award”) issued by the London Court of Arbitration (“LCIA”), the Delhi High Court (the “Court”) on 20 April 2017...
NCLAT on the Definition of a “Dispute” Under the Insolvency and Bankruptcy Code
[Post by Shyam Pandya, who is a partner at Desai & Diwanji. Views are personal. Disclosure: The author represented the respondent in the matter, i.e., Mobilox Innovations Private Limited] In the context of a corporate insolvency resolution process initiated by an operational creditor against a corporate debtor under section 8 of the Insolvency and Bankruptcy Code, 2016 (“IBC”), a corporate...
Geotagging: A New Way to Track Charged Assets
[Post by Rohit Sharma, who is an Executive at Vinod Kothari & Co. He can be reached at [email protected].] Notification The Ministry of Corporate Affairs (MCA) issued a notification dated 7 April 2017 introducing a new way to track down tangible assets on which charge has been created and registered with the Registrar of Companies (RoC). This is to be accomplished by geotagging the...
Force Majeure Clauses and Impossibility Under the Indian Contract Act
[Post by Isha Jain, who is a 4th year student at the National Law School of India University, Bangalore. Other posts related to this topic are available here and here.] The Supreme Court’s recent decision in Energy Watchdog v. Central Electricity Regulatory Authority (“Adaní”) has obscured rather than clarified the law on contractual impossibility in India. The case was concerned with the...
A Proposal for Dealing With Force Majeure Clauses Under Contract Law
[Post by Siddharth Bajpai, who is a 4th year student at the National Law School of India University, Bangalore. Other posts related to this topic are available here and here.] Introduction In 2013, Adani Enterprises entered into a power purchase agreement (PPA) with Gujarat Electricity Regulatory Commission and Haryana State Regulatory Commission. Under the terms of the arrangement, Adani was...
NCLAT Order under Section 7 of the Insolvency & Bankruptcy Code, 2016
[Post by Diksha Jain, who is a 5th year student at the National Law University, Jodhpur] The National Company Law Appellate Tribunal (NCLAT) in its order dated 15 May 2017 in Innoventive Industries Ltd. v. ICICI Bank has ruled on certain important requirements to be complied with while admitting an application filed under Section 7 of the Insolvency & Bankruptcy Code, 2016 (the Code). Section...
Buddh Circuit a Permanent Establishment of Formula One: Supreme Court
[In the following post, Akash Santosh Loya, who is a IIIrd Year Student, 5-year B.A. LL.B. (Hons.) Course, National University of Advanced Legal Studies, Kochi, provides a summary of a recent Supreme Court decision that has implications for international taxation.] In Formula One World Championship Ltd v. Commissioner of Income Tax, International Taxation – 3, Delhi,[1] the Supreme Court of India...
Supreme Court Order on “Relevant Turnover”
[The following post is contributed by Akshay Bhatia, who is a 4th year student at the National Law University Odisha] The Supreme Court (SC) in its order on 8 May, 2017 in Excel Crop Care Limited v. the Competition Commission of India has adopted for the first time the concept of relevant turnover while computing the penalty to be imposed in contravention of section 3 of the Competition Act, 2002...
SAT Order in the Satyam Case
In July 2014, we had discussed the order of the Securities and Exchange Board of India (SEBI) then passed against several members of Satyam’s senior management for their role in perpetrating the colossal financial fraud involving the company. In its order, SEBI found several individuals guilty of violating various regulations issued by SEBI, and restrained them from accessing the capital markets...
BALCO’s ‘Error’ Amplified: The Supreme Court in Indus Mobile – Part II
[The following post is contributed by Puneet Dinesh, who is a III year student at the National Law University, Delhi. He can be reached at [email protected]. The first part in the series can be accessed here.] In the earlier post, I had covered the First Idea that gets picked up in Indus Mobile and had argued that the Court gets the position of law correct. In this post, I will analyze the...
BALCO’s ‘Error’ Amplified: The Supreme Court in Indus Mobile – Part I
[The following post is contributed by Puneet Dinesh, who is a III year student at the National Law University, Delhi. He can be reached at [email protected].] The Supreme Court’s and the High Court’s approach to ‘arbitral seat’ vis-à-vis exclusive jurisdiction to courts has generated both controversies and analyses. The Delhi High Court (in NHPC Limited, Rohit Basin and Ion Exchange) and...
Bankruptcy Code: Exclusion of Civil Courts in Monetary Matters?
[The following post is contributed by Bhavin Gada, Partner at Economic Laws Practice, Advocates and Solicitors, and Manendra Singh, Associate Manager at Economic Laws Practice, Advocates and Solicitors. The views of authors are personal.] Preface It is well known that in India a civil court of relevant jurisdiction is the usual forum for resolving not just disputes related to debt recovery, but...
Reforms to Restructuring Plans Under the Joint Lenders’ Forum
[The following post is contributed by Nitu Poddar, Practicing Company Secretary, and Vallari Dubey, Executive, at Vinod Kothari & Co. They can be reached at [email protected] and [email protected] respectively.] The Joint Lenders’ Forum (JLF) and Corrective Action Plan (CAP) work on the principle of identifying the stress in a borrower entity and curing it at its nascent stage. The...
DoCoMo v. TATA: Unanswered Questions Regarding Powers of the RBI
[The following post is contributed by Ambarish, who is a corporate lawyer. Views are personal. A related post on the topic can be found here.] The decision of the Delhi High Court in NTT Docomo Inc v. Tata Sons Limited has received a lot of media attention, specifically the part where the Court rejected an intervention application by the Reserve Bank of India (RBI).[1] In arriving at its...
SEBI Informal Guidance: Trading Disclosures – What’s the “Value”?
[The following post is contributed by Yogesh Chande, Partner, Shardul Amarchand Mangaldas & Co. Advocates and Solicitors. Views are personal.] The SEBI (Prohibition of Insider Trading) Regulations, 2015 (the “PIT Regulations”) prescribe certain disclosure norms relating to acquisitions and disposals of securities by insiders in companies. Specifically, regulation 7(2)(a) states that where...
Applicability of the Arbitration and Conciliation (Amendment) Act, 2015 – An Unsettling Position?
[The following post is contributed by Nirmit Agrawal, who is a III Year, B.A., LL.B (Hons.) student at the West Bengal National University of Juridical Sciences, Kolkata] In the case of Wind World Ltd v. Enercon Gmbh decided in March, a single judge of the Bombay High Court was faced with the much contentious issue of the applicability of the Arbitration and Conciliation Amendment Act, 2015 (the...
Co-existence of Winding-up Petition and Application under Insolvency Code
[The following post is contributed by Nitu Poddar, who is an Associate at Vinod Kothari & Co, and can be reached at [email protected]] This post seeks to address the question whether an application for resolution process of a company can be filed under the Insolvency and Bankruptcy Code, 2016 (“IBC, 2016”) in case a winding up petition is pending before a High Court? MCA...
Transfer of Shares to the Investor Education and Protection Fund (IEPF)
[The following post is contributed by Pammy Jaiswal, who is an Associate at Vinod Kothari & Co, and can be reached at [email protected]] Introduction By way of its notification dated 28 February 2017, the Ministry of Corporate Affairs (MCA) had tried to simplify the procedure for transferring shares to the Investor Education and Protection Fund (IEPF) Authority. In doing so, it had left...
Recent Comments