[The following guest post is contributed by Professor B.N. Balasubramanian, who is Adjunct Professor of Corporate Governance at the Indian Institute of Management (IIM) in Ahmedabad] Among the myriad of players in the great epic, The Mahabharata, two characters stand out prominently towering over the rest: Bhishma, the scion who renounces his right to the kingdom to enable his father marry a...
Corporate Governance Lessons from the Erstwhile Managing Agency System
I have a working paper on SSRN titled “Corporate Law in Colonial India: Rise and Demise of the Managing Agency System”, the abstract of which is as follows: This paper focuses on the managing agency system, a peculiar type of corporate governance arrangement that emanated in India during the colonial period. Under this system, a managing agent (either an individual, partnership firm or company)...
Papers on M&A Agreements, Woman Director
Professor Afra Afsharipour has posted on SSRN two papers that may be of interest to readers. They are listed below along with abstracts. Legal Transplants in the Law of the Deal: M&A Agreements in India This chapter reviews the transformation of merger and acquisition (M&A) transactions in India. Due to globalization and economic liberalization, India has experienced a significant wave of...
Promoter Shareholdings in Indian Companies
That concentration of shareholdings in public listed companies is the norm is beyond doubt. At the same time, studies have been seeking to ascertain the level of shareholdings held by controlling shareholders (or promoters). Some such studies are set out below: (a) A study by Rajesh Chakrabarti shows average promoter shareholdings in Indian companies in...
Changing Nature of the Corporation
The latest issue of the Economist carries two columns (here and here) that analyze the significant changes that have occurred in the nature of the modern corporation, particularly with respect to ownership. This is an addition to an earlier column in September. These columns highlight the more recent developments relating to the nature of the corporation, and question whether the diffused...
The Introduction of Real Estate Investment Trusts (REITS) In India
[The following guest post is contributed by Dhanush. M, a 5th year student at the Jindal Global Law School] `Leverage without supporting cash flows could be the death knell for the real estate industry`. The present state of the Indian real estate industry could be a testament to this adage where the total net debt of the top ten real estate firms by market capitalisation stood at Rs...
Independent Directors in Private Debt-Listed Companies
[The following guest post is contributed by Niddhi Parmar of Vinod Kothari & Co.] Earlier under Companies Act, 1956 (section 2(23A)) the term “listed public companies” was in a manner that clearly excluded private companies. Consequently, listed private companies were exempt from certain provisions that were exclusively applicable to listed public companies. However, the Companies Act, 2013...
Secretarial Standards – 1: Circulation of Signed Board Minutes
[The following guest post is contributed by Nivedita Shankar, Partner, Corporate Law Division at Vinod Kothari & Co.] Paragraph 7.6.4 of Secretarial Standards – 1 (“SS-1”) states that signed board minutes have to be circulated to all directors within 15 days of their signing. This is a novel requirement and is an addition to the already lengthy process surrounding finalisation of board...
Call for Papers: Journal on Corporate Law & Governance
[The following announcement is posted on behalf of The Centre for Corporate Governance at National Law University, Jodhpur] The Centre for Corporate Governance at National Law University, Jodhpur is proud to announce the launch of Volume II Issue 1 of its Journal on Corporate Law Governance, 2015-16. This issue is focused on recent legislative changes in the corporate sector, which have led to...
Gender Diversity on Corporate Boards in India
The NSE Centre for Excellence in Corporate Governance (CECG) has issued its most recent quarterly briefing titled “Gender Diversity on Boards”, which has been authored by N. Balasubramanian and Nirmal Mohanty. The executive summary is as follows: • Having women on corporate boards is a diversity measure justified on the basis of both social equity and business consideration; • Global experience...
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