Tag: Company Law
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Petrodel v Prest and the Corporate Veil: A hard case that makes good law?
Lord Hoffmann once said, with reference to interpretation of contracts, that the “fundamental change which has overtaken this branch of the law” as a result of Lord Wilberforce’s speech in Prenn v Simmonds [1971] 1 WLR 1381 was not always “sufficiently appreciated”. The same could have been said of recent decisions at first instance on…
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AIF Regulations: Meaning of Ownership Interests and Investor Interests in a Company – Part III
[The following post is the last of the series contributed by Vinod Kothari and Soma Bagaria. The authors can be reached at vinod@vinodkothari.com and soma@vinodkothari.com respectively. The first two posts in the series can be found here and here.] In India, a company form of a fund is not very prevalent because of several constraining…
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AIF Regulations: Meaning of Ownership Interests and Investor Interests in a Company – Part II
[The following post is part of the series contributed by Vinod Kothari and Soma Bagaria. The authors can be reached at vinod@vinodkothari.com and soma@vinodkothari.com respectively. The first post of the series can be found here.] As the AIF Regulations are unclear on the extent of its applicability in case of companies, guidance can be sought…
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AIF Regulations: Meaning of Ownership Interests and Investor Interests in a Company – Part I
96 Normal 0 false false false EN-US JA X-NONE /* Style Definitions */ table.MsoNormalTable {mso-style-name:”Table Normal”; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-priority:99; mso-style-parent:””; mso-padding-alt:0in 5.4pt 0in 5.4pt; mso-para-margin:0in; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:Calibri;} [The following is the first in a series of posts contributed by Vinod Kothari and Soma Bagaria. The authors can be reached at vinod@vinodkothari.com and…
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Corporate Governance and Controlling Shareholders/Promoters
One of our pet peeves on this Blog has been the fact that the corporate governance regime in India does not adequately address the requirements of companies that have controlling shareholders (or promoters), which dominate the landscape in India. I have also advanced this argument in a couple of academic papers (here and here). While…
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VTB Capital: The Consequences of Lifting the Corporate Veil
The Court of Appeal earlier this year gave judgment on an important issue of corporate law: the consequence of lifting the corporate veil, and, in particular, whether the puppet is deemed to have become a party to contracts entered into in the puppeteer’s name (VTB Capital v Nutritek). The issue is of practical importance because…
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IICA’s Legal Compliance Manual
I just came across a Legal Compliance Manual put together by the Indian Institute of Corporate Affairs (IICA). It contains a list of compliances required to be carried out on the part of businesses that arise under various central and state legislation. Areas addressed include corporate law, environmental law, labour law, tax law and other general…
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Scheme of Arrangement & Tax Authorities: The Vodafone Essar Case
Lately, the income tax authorities have been actively objecting to schemes of arrangement initiated under sections 391 to 394 of the Companies Act, 1956 on the ground that the schemes are intended to avoid applicable taxes. Such objections are usually raised when the scheme is presented for sanction of the High Court. This scenario has…
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Supreme Court Judgment in the Sahara Case
The Supreme Court’s judgment in the Sahara case that was rendered yesterday is available here. The court found that the two companies in the Sahara group raised monies in violation of the corporate and securities laws applicable in India, and ordered refund of subscription monies along with interest. While the two judges have delivered separate…
