Blog Posts
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Depository Receipts and the Takeover Regulations
[Posted by Umakanth Varottil] SEBI yesterday published its informal guidance in the matter pertaining to Bharti Airtel Limited. The question was whether the acquisition of 36% global depository receipts (GDRs) in Bharti Airtel Limited by MTN and its shareholders as part of the combination transaction would trigger various obligations under the SEBI (Substantial Acquisition of…
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The Duties of Non-Executive Directors
[Posted by Mihir Naniwadekar] Earlier discussions on corporate governance norms have raised questions about the role of independent non-executive directors in maintaining appropriate standards of governance. In this context, a recent Australian judgment indicates the nature of duties which a non-executive director may be required to discharge. Australian Securities and Investment Commission v. MacDonald involved…
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Foreign Venture Capital: Firm Commitment
[Posted by Umakanth Varottil] In order to obliterate the disparity in firm commitment requirements for domestic venture capital funds (VCFs) and foreign venture capital investors (FVCI), SEBI has introduced a new requirement whereby FVCIs are to obtain firm commitment from their investors for contribution of at least US$ 1 million at the time of submission…
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Budget 2009: Key Features and Some Thoughts
[Posted by Umakanth Varottil] India’s Finance Minister, Mr. Pranab Mukherjee, presented the Government’s annual Budget in Parliament yesterday. While commentators brand it a mixed bag, the stock markets do not seem to have received the Budget favourably as the stock indices experienced their largest Budget-day fall in history. The purpose of this post is to…
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Doing Business in India 2009
[Posted by Umakanth Varottil] The Doing Business in India 2009 report, a co-publication of the World Bank and the International Finance Corporation, has been released, along with a press release. The report contains a city-wise analysis that measures business regulations and their enforcement around India. Some of the results seem to defy conventional wisdom. Ludhiana…
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NCLT: Still Awaiting a Verdict
[Posted by Umakanth Varottil] Although the establishment of the National Company Law Tribunal (NCLT) was envisaged through an amendment to the Companies Act nearly 7 years ago, it is yet to see the light of day. The NCLT is expected to take over the role of the High Court and the Company Law Board pertaining…
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The Convergence Debate and Indian Corporate Governance
[Posted by Umakanth Varottil] An interesting article by Afra Afsharipour (UC Davis School of Law) titled Corporate Governance Convergence: Lessons from the Indian Experience is available on SSRN. Here is the abstract: Over the past two decades, corporate governance reforms have emerged as a central focus of corporate law in countries across the development spectrum.…
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SEBI’s Recent Primary Market Reforms
[Posted by Umakanth Varottil] SEBI last week announced a slew of reforms to the primary capital markets. The key reforms are as follows: Anchor InvestorsThe concept of “anchor investors” has been introduced in public issues whereby 30% of the institutional (QIB) portion will be allocated to anchor investors on a discretionary basis. This is to…
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Lead Managers, Bond Issues and Taxes
[Posted by V. Niranjan] Previous posts have examined the scope of Indian taxation of fees for technical services that are paid to non-residents. This is an increasingly common commercial practice, especially in the context of issuing shares or bonds abroad. An interesting issue that has arisen recently before the Bombay ITAT is whether Indian companies…
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Delisting Regulations could make fresh delistings an impossibility
[Posted by Somasekhar Sundaresan] Today’s Business Standard published this column from me on the newly notified SEBI (Delisting of Equity Shares) Regulations, 2009. The new law makes delisting next to impossible.