Tag: Company Law
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Companies Law Committee Report
In June 2015, the Government constituted the Companies Law Committee (CLC) to make recommendations arising from the implementation of the Companies Act, 2013. Yesterday, the CLC issued its report containing detailed recommendations for reforms relating to the Companies Act as well as several rules issued under the Act. A quick review of the report indicates…
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Board of Directors’ Reliance on Legal Advisers
The question of whether, and to what extent, the board of directors of a company can rely upon the advise of the legal advisers of the company came up for consideration before a division bench of the Rajasthan High Court in Rajasthan Urban Co-operative Bank Ltd. v. Ajay Kumar Katewa (hat-tip: LiveLaw, once again). In…
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MCA Establishes Central Registration Centre for Reservation of Names
[The following guest post is contributed by Nikita Snehil of Vinod Kothari & Co.] By way of a Notification dated 22nd January 2016 and in order to encourage incorporation of companies, the MCA has established a Central Registration Centre (CRC) having territorial jurisdiction all over India for discharging or carrying out the function of processing and…
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Exit Route For Companies Who Have Made Deemed Public Issues
[The following guest post is contributed by Amitabh Robin Singh, who is an Associate at DSK Legal] The Securities and Exchange Board of India (“SEBI”) has recently issued a circular (“Circular”) which has allowed companies which have made deemed public offers (allotment of securities to more than 49 persons under the Companies Act, 1956) to…
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What is a Foreign Company Under the Companies Act?
[This guest post is contributed by Ananya Banerjee, who is a Fifth year B.A.LLB(H) Student, Department of Law, University of Calcutta. The post relates to an interpretation of certain provisions of the Companies Act, 2013, and represents the view of the author, which have been backed up by arguments and reasoning. The possibility of alternative…
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Supreme Court on Piercing the Corporate Veil in Public Interest
Background The separate legal personality of a company is a feature that has made that business form the most popular by a mile. However, the separate legal personality is not sacrosanct and is subject to limitations, as courts use the legal tool of piercing the corporate veil to disregard the separation between the company as…
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Whether CSR Expenditure is Appropriation of Profits?
[The following post is contributed by Vinod Kothari of Vinod Kothari & Co. The author may be contacted at vinod@vinodkothari.com] A circular of the Ministry of Corporate Affairs (MCA), with a set of FAQs along with response dated 12 January 2016 through general circular no. 01/2016 has clarified that the expenditure on corporate social responsibility…
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Supreme Court Resolves Conflict Between SARFAESI Act and Companies Act
In Pegasus Asset Reconstruction P. Ltd. v. Haryana Concast Ltd., the Supreme Court was concerned with a conflict between the Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (for brevity ‘the SARFAESI Act’) on the one hand and the Companies Act, 1956 on the other. The specific conflict was identified…
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Obligation to give an exit to dissenting shareholders
[The following guest post is authored by by Bhargavi Zaveri, Prateek Misra, Sumant Prashant, Shefali Malhotra, who are researchers at the National Institute for Public Finance and Policy. An earlier version of this post was published on Ajay Shah’s Blog.] The Companies Act, 2013 (Act) obligates the promoters and majority shareholders of a listed company to…
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Omnibus Approval of Related Party Transactions and Threshold for Fraud Reporting by Auditors
[The following guest post is contributed by Amitabh Robin Singh, who is an Associate at DSK Legal] With the notification bringing Sections 13 and 14 of the Companies (Amendment) Act, 2015 (“Amendment Act”) into force being published in the official gazette on December 15, 2015, we now have new provisions on the omnibus approval of…
