Given the evidentiary problems in insider trading cases, SEBI has resorted to the use of presumptions in its enforcement of the SEBI (Prohibition of Insider Trading) Regulations, 1992. Some of the issues that arose due to this approach have been discussed in the past. These issues have resurfaced more recently in a short order of the Securities Appellate Tribunal (SAT) in the case of Reliance...
Disclosures under Non-Disclosure Agreements?
[The following guest post is contributed by Yogesh Chande and Malek-ul-Ashtar Shipchandler of Shardul Amarchand Mangaldas. Views expressed herein are personal and solely that of the authors.] A recent post titled “Confidentiality Agreements in M&A Transactions” (available here) discussed confidentiality agreements in the context of a US based M&A transaction. From a view point of insider...
The Satyam Case: Insider Trading and Pledge
[The following guest post is contributed by Shashank Prabhakar, a Senior Associate with Finsec Law Advisors. These are the author’s personal views] The Whole Time Member of SEBI (‘WTM’) recently passed an order against certain relatives of Mr. Ramalinga Raju and entities belonging to the promoter group of Satyam Computers for violation of Section 12A of the Securities and Exchange Board of India...
Pledges in the Context of Insider Trading Regulations – Part 2
[The following guest post is contributed by Vinod Kothari and Abhirup Ghosh of Vinod Kothari & Co. This is the continuation of a previous post available here] Whether a pledge is a case of “dealing”? As discussed in the previous post, the use of the term “deal” or “dealings” in the definition of the term “trading” has actually expanded its meaning beyond the usually understood meaning of...
Pledges in the Context of Insider Trading Regulations – Part 1
[The following guest post is contributed by Vinod Kothari and Abhirup Ghosh of Vinod Kothari & Co.] There are several lurking questions in context of insider trading regulations. The Securities and Exchange Board of India (“SEBI”) on 24 August 2015 issued a Guidance Note on the SEBI (Prohibition of Insider Trading) Regulations, 2015 (“Guidance Note”) in which some questions pertaining to...
SEBI’s Interim Measure in an Insider Trading Case
[The following guest post is contributed by Supreme Waskar, who is a corporate lawyer] The securities market regulator, SEBI, has directed Mr. A. Vellayan (Chairman of Coromandel International Limited (“Coromandel”) to surrender unlawful gains along with interest for alleged passing of unpublished price sensitive information (“UPSI”) pertaining to Coramandel’s acquisition of Sabero Organic...
SEBI Circular Directs Companies to Identify Insiders Among Outsiders
[The following guest post is contributed by Vinita Nair and Aman Nijhawan, Vinod Kothari & Company, Practising Company Secretaries] The Securities and Exchange Board of India (‘SEBI’) rolled out the SEBI (Prohibition of Insider Trading) Regulations, 2015 (the ‘Regulations, 2015’) on January 15, 2015 which will come into force on the 120th date of its publication in Official Gazette i.e. on...
Insider Trading and the Risks of Due Diligence Access
[The following post is contributed by Aparna Ravi, a researcher at the Centre for Law and Policy Research, Bangalore and previously a capital markets lawyer in London. She can be contacted at [email protected] She presents an interesting critique of the new SEBI insider trading regulations on matters relating to due diligence set in the backdrop of international experience] In...
RIP: Henry Manne
This past weekend witnessed the passing away of Henry Manne, one of the doyens of the law and economics movement and corporate law generally. He was 86. I remember Manne for his seminal work on hostile takeovers and the market for corporate control, which is contained in his 1965 article “Mergers and the Market for Corporate Control” and followed up in a 2002 op-ed in the Wall Street Journal...
SEBI’s New Insider Trading Regulations Notified
Changes to the insider trading regime in India have been in the offing for quite some time now, and were the subject-matter of a report under the chairmanship of Justice N.K. Sodhi. Yesterday, SEBI notified the SEBI (Prohibition of Insider Trading Regulations), 2015 that take into account the committee’s recommendations as well as the subsequent public consultation. We will have the opportunity...
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