[Manaswi Agarwal and Aayush Mitruka graduated from ILS Law College, Pune and are currently working with law firms in Mumbai and Delhi respectively. They can be reached at [email protected] and [email protected]] In a previous post we had analysed the efficacy of the Insolvency and Bankruptcy Code, 2016 (IBC) as compared with the scheme of arrangements mechanism under the...
Impact Analysis of Committee Recommendations on Offences under the Companies Act
[Gaurav Pingle is a practising Company Secretary in Pune and can be reached at [email protected]] The Government of India had constituted a Committee to review the existing framework dealing with offences under the Companies Act, 2013 (‘Act’) and related matters. The Committee was also required to make recommendations to promote better corporate compliance. The Committee submitted its final...
NCLT Approves Amalgamation of LLP with Company: Did the Legislature Intend This?
[Ritika Bharti and Siddharth Subramanya Raj Urs are 4th year B.B.A. LL.B. (Hons.) students at School of Law, CHRIST (Deemed to be University), Bengaluru] Giving a new dimension to corporate restructuring, the Chennai Bench of the National Company Law Tribunal (“Tribunal”), in its first of a kind order dated 11 June 2018, laid down a fresh interpretation to the provisions pertaining to the...
Madras High Court Grants Reprieve to Disqualified Directors
The Madras High Court in Bhagavan Das Dhananjay Das v. Union of India (decided on 3 August 2018 and accessible via Judis) struck down the order of the Registrar of Companies, Chennai (“RoC) which had disqualified a number of directors from their position in various companies. The Court was considering a large group of writ petitions that various disqualified directors had filed before it. In...
NCLT Order Facilitates Cross-Breeding of Entities
[Pammy Jaiswal is a Partner at Vinod Kothari and Company] Background Earlier under the Companies Act, 1956 (the ‘Act, 1956’), sections 391 to 394 dealt with provisions relating to compromises, arrangements, amalgamation and reconstruction. The said provisions were re-cast under the Companies Act, 2013 (the ‘Act, 2013’) under sections 230 to 234. The statutory provisions under the Act, 2013 suffer...
Corporatisation Prospects for Unregistered Entities: Amendment to Section 366 of the Companies Act, 2013
[Pammy Jaiswal is a Partner at Vinod Kothari and Company] Background By virtue of the enforcement notification of the Ministry of Corporate Affairs (‘MCA’) dated 5 July 2018, the proposed change under section 75 of the Companies (Amendment) Act, 2017 (‘Amendment Act’) relating to section 366 of the Companies Act, 2013 (‘Act, 2013’) has been notified with effect from 15 August 2018. Further, by...
Analysing the Change in Law Regarding Issuance of Sweat Equity Shares
[Vartika Tiwari is a 3rdYear student of National Law Institute University, Bhopal and is on the Editorial Board of NLIU Law Review] On 16 January 2016, the Government launched the “Startup India”campaign and ever since it has been making constant efforts to promote startups and make the country business friendly. There is no denying the fact that India has come a long way since then. In fact, it...
Testing the Validity of a Type of Shareholders’ Agreements in India
[Priya Garg is a 4th year student at the West Bengal National University of Juridical Sciences (WBNUJS)] In the Indian context, shareholders’ agreements (SHAs) have been widely categorized into two types – one, that impose restrictions on the transferability of shares held by the shareholders who happen to be the parties to the SHA (type 1 SHA) and the other, which deal with the matters relating...
Cross-Characterization of Share Capital
[Naren BS is an independent legal consultant and was previously a Senior Associate with a leading law firm] This post represents a brief discussion on the characteristics of equity and preference capital under the Companies Act, 2013 and the flexibility of cross-characterization between the two kinds of capital, i.e. imputing the characteristics of one kind of capital to the other. Background and...
Arbitrability of Oppression and Mismanagement – Rakesh Malhotra & After
[Deepanshi Ahlawat is a 5th year B.A., L.L.B. (Hons.) student at National Law School of India University in Bangalore. Earlier posts on the topic are available here, here and here] Introduction Oppression and mismanagement (“O&M”) disputes in India are governed by sections 241 & 242 of the Companies Act, 2013 (“2013 Act”) [analogous to sections 397, 398 & 402 of the Companies Act...
Recent Comments