Tag: Company Law
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Does section 185 apply to holding-subsidiary transactions?
The following post is contributed by Vinod Kothari of Vinod Kothari & Co. He may be contacted at vinod@vinodkothari.com This follows a previous post on this topic by Jayant Thakur] Does section 185 apply to transactions of loans, guarantees or provision of security, in holding-subsidiary financial transactions? This question is evidently one of the most…
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The Bombay High Court on the Agreed Sum and Penalties: A Missed Opportunity?
It has often been said that a court cannot arrive at the right answer unless it asks itself the right question. This resonates particularly in the field of private law, because—as it is perhaps more technical and complex than some other areas of the law—the applicability of certain rules depends upon the characterisation of the…
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Ten Monsters in the Companies Act, 2013 – Part 3
[The following post, which is the third in a three-part series, is contributed by Vinod Kothari of Vinod Kothari & Co. The author can be contacted at vinod@vinodkothari.com This follows Parts 1 and 2] 7. Casual approach to special majority rule Let us realise that Companies Act was drafted decades ago in England by luminaries.…
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Ten Monsters in the Companies Act, 2013 – Part 2
[The following post, which is the second in a three-part series, is contributed by Vinod Kothari of Vinod Kothari & Co. The author can be contacted at vinod@vinodkothari.com The first part in the series is available here] 3. Intruding into privacy of private, unlisted companies While we have made the point about above about sweeping…
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Ten Monsters in the Companies Act, 2013 – Part 1
[The following post, which is the first in a three-part series, is contributed by Vinod Kothari of Vinod Kothari & Co. The author can be contacted at vinod@vinodkothari.com] The significance of the corporate sector to the economy does not need any emphasis, and the Companies Act is surely the core legislation that affects the corporate…
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SEBI Announces Corporate Governance Reforms
(The following post has been written by, and uploaded on behalf of, Professor Umakanth) Over a year ago, SEBI had issued a consultation paper that suggested several reforms to corporate governance norms in India that are contained in clause 49 of the listing agreement. The primary purpose of SEBI’s effort was to integrate the stipulations…
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Private Subsidiary of a Foreign Company: Status and Consequences
Since the enactment of the Companies Act, 2013 (the “2013 Act”), several issues relating to its interpretation have been coming up for consideration. One such issue relates to the status of a private company in India that is the subsidiary of a foreign company (being a public company). The specific question relates to whether the…
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Guest Post: Corporate Governance Disputes & Liability of Professionals and Non-Executive Directors
[The following is a guest post from Vinod Kothari of Vinod Kothari & Co. He can be contacted at vinod@vinodkothari.com] The trail of litigation in Newcastle International Airport Limited vs. Eversheds LLP [2013] EWCA Civ 1514 , decided by the Court of Appeal on 28 November 2013, may be interesting for more than reason. One…
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Guest Post: Section 62 (1)(c) of Companies Act, 2013 and Liberty of Capital Raising by Companies
[The following is a guest post from Vinod Kothari of Vinod Kothari & Co. He can be contacted at vinod@vinodkothari.com] Closer to the gradual implementation of the 2013 Act, one gets an ever firmer feeling that the drafting of the law became highly superficial, and the twin Parliamentary committees merely went on the basis of…
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Guest Post: Issue of Capital by Private Companies under the Companies Act, 2013
[The following post is contributed by Yashesh Ashar. Yashesh is a tax and regulatory consultant and the views expressed herein are personal] The Companies Act, 2013 (‘New Cos Act’) which received the assent of the President on 30 August 2013 seeks to create a major overhaul in the functioning of the corporates in India. A…
