[Sikha Bansal and Avinash Shetty are with Vinod Kothari & Co] The regime surrounding related party transactions (‘RPT’) under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as significantly amended in 2021) (the ‘LODR Regulations’), is very wide and includes cross RPTs across the group. That is, transactions of a listed entity with related parties of its...
Virtual General Meetings: Should They be Legislated?
[Bharat Vasani is Senior Advisor – Corporate Laws and Ayush Lahoti an Associate in the General Corporate Practice, both at the Mumbai office of Cyril Amarchand Mangaldas. An earlier version of this post was published on the Cyril Amarchand Mangaldas Blog] Shareholder meetings form the bedrock of shareholder democracy in a corporate institution. They provide shareholders with the opportunity to...
Managerial Remuneration – Should Promoters Be Disenfranchised?
[Bharat Vasani is Senior Advisor – Corporate Laws and Miloni Mau an Associate in the General Corporate Practice, both at the Mumbai office of Cyril Amarchand Mangaldas. An earlier version of this post was published on the Cyril Amarchand Mangaldas Blog] The Government of India’s socialistic approach towards controlling managerial remuneration between 1960s and 1990s has been a painful chapter in...
When a Rights Issue becomes Oppressive: A Look at Byju’s Recent Controversy
[Rituraj Singh Parmar and Priyam Indurkhya are 4th year B.A., LL.B. (Hons.) students at National Law Institute University, Bhopal] Think & Learn Private Limited, popularly known as Byju’s, has been facing several legal battles nationwide. In February 2024, the investors of Byju’s filed a petition for oppression and mismanagement with the National Company Law Tribunal, Bengaluru (“NCLT”). The...
Pitch It or Ditch It: Are Investor and Analyst Presentations Mandatory?
[Mythri Murali is a 5th year B.A., LL.B. (Business Law Hons.) student from National Law University, Jodhpur] Listed companies typically hold gatherings with analysts and investors after quarterly results or at least once a year to share information about their performance and future prospects. These meetings often include presentations, conference calls, group meetings, one-on-one interactions...
Board Effectiveness: Challenges and Opportunities
[Bharat Vasani is Senior Advisor – Corporate laws at the Mumbai office of Cyril Amarchand Mangaldas. An earlier version of this post was published on the Cyril Amarchand Mangaldas Blog] It is the board’s responsibility to successfully run a company, as set out in terms of section 179 of the Companies Act, 2013 (“Act”). Hence, it is imperative that the boards function effectively to ensure that...
Indian Shareholder Activism: Approaching a Turning Point?
[Karan Anand and Bhaskar Vishwajeet are students at Jindal Global Law School] The unsuccessful merger between Zee Entertainment Enterprises Limited (“ZEEL”) and Culver Max Entertainment Private Limited (“SPNI”) has reignited the debate on the status of shareholder activism in incomplete mergers in India. In the wake of the termination of the merger, some of SPNI’s institutional shareholders...
Foreign Direct Listing: Status of an Unlisted Public Company Post-Listing
[Sanyam Jha is a 4th year law student at West Bengal National University of Juridical Sciences, Kolkata] The transformation of India’s legal framework in terms of global fundraising opportunities for local enterprises represents a key step toward attracting foreign investment and boosting growth potential. Historically, Indian enterprises sought access to foreign cash through methods such...
Holding-Subsidiary Relationship: The Legal & Regulatory Architecture
[Bharat Vasani is Senior Advisor – Corporate Laws and Miloni Mau an Associate in the General Corporate Practice, both at the Mumbai office of Cyril Amarchand Mangaldas. An earlier version of this post was published on the Cyril Amarchand Mangaldas Blog] As their businesses grow, companies operate through their subsidiaries for various reasons such as flexibility in operation of different units...
Business Judgment Rule: The Indian Context
[Bharat Vasani is Senior Advisor – Corporate laws at the Mumbai office of Cyril Amarchand Mangaldas. An earlier version of this post was published on the Cyril Amarchand Mangaldas Blog] The business judgment rule is a legal presumption evolved by Delaware courts. The presumption is that while making business decisions, directors of a company act in good faith, on an informed basis and in the...
Recent Comments