TagPartnerships

Applicability of Significant Beneficial Owner Provisions to Limited Liability Partnerships

[Gaurav Pingle is practising company secretary and can be reached at [email protected]] With an intention to regulate limited liability partnerships (‘LLPs’) more stringently, the Ministry of Corporate Affairs (‘MCA’) issued a notification dated February 11, 2022 (‘MCA Notification’) whereby certain provisions of the Companies Act, 2013 are now applicable to LLPs. The said amendment falls...

Comparing Venture Capital Business Forms in India and China

My colleague Lin Lin and I have a working paper titled “Venture Capital In China And India: Does Business Form Matter?”. The abstract is as follows: This paper re-evaluates the importance of business organizational forms with regard to venture capital funds by exploring two major Asian markets, China and India. Evidence suggests that the limited partnership is the leading business form among...

NCLT Approves Amalgamation of LLP with Company: Did the Legislature Intend This?

[Ritika Bharti and Siddharth Subramanya Raj Urs are 4th year B.B.A. LL.B. (Hons.) students at School of Law, CHRIST (Deemed to be University), Bengaluru] Giving a new dimension to corporate restructuring, the Chennai Bench of the National Company Law Tribunal (“Tribunal”), in its first of a kind order dated 11 June 2018, laid down a fresh interpretation to the provisions pertaining to the...

NCLT Order Facilitates Cross-Breeding of Entities

[Pammy Jaiswal is a Partner at Vinod Kothari and Company] Background Earlier under the Companies Act, 1956 (the ‘Act, 1956’), sections 391 to 394 dealt with provisions relating to compromises, arrangements, amalgamation and reconstruction. The said provisions were re-cast under the Companies Act, 2013 (the ‘Act, 2013’) under sections 230 to 234. The statutory provisions under the Act, 2013 suffer...

Corporatisation Prospects for Unregistered Entities: Amendment to Section 366 of the Companies Act, 2013

[Pammy Jaiswal is a Partner at Vinod Kothari and Company] Background By virtue of the enforcement notification of the Ministry of Corporate Affairs (‘MCA’) dated 5 July 2018, the proposed change under section 75 of the Companies (Amendment) Act, 2017 (‘Amendment Act’) relating to section 366 of the Companies Act, 2013 (‘Act, 2013’) has been notified with effect from 15 August 2018. Further, by...

Incorrect Prefixes to Company Names

A longstanding misconception is finally sought to be rectified by the Bombay High Court in a Circular issued on 3 April 2017 (via LiveLaw), the extracts of which are as follows: IT IS OBSERVED by the Hon’ble Shri Justice G. S. Patel while hearing Chamber Summons No. 89 of 2017 in Execution Application (L) No. 198 of 2017 in Arbitration Case No. 1 of 2014, on 8th March, 2017, that for...

Is the Doctrine of Ultra Vires Applicable to LLPs?

[The following guest post is contributed by Saumya Kakkar, Associate and Govinda Toshniwal, Senior Associate, both with NovoJuris Legal.  They can be contacted at [email protected]] The objects clause of the Memorandum of Association (“MOA”) of a company enlists and defines the main and the ancillary aims and objects for which the company is incorporated. Any activity or...

Paper on Limited Liability Partnership Law in India

Professor Afra Afsharipour has a paper titled The Advent of the LLP in India, the abstract of which is follows: In 2008, India passed a ground-breaking law to introduce the Limited Liability Partnership form into Indian business law. The Indian LLP Act was the first major introduction of a new business form in India in over 50 years. While the partnership and corporate forms (i.e. companies under...

Alternative Business Forms

The current issue of the Economist has two interesting pieces (here and here) detailing forms of business that are acquiring prominence in the US markets and posing a challenge to the dominance of corporations (or companies) as the main form of business vehicle. Referring to this phenomenon as “distorporation”, it primarily alludes to the master limited partnership (MLP). The details are...

Preparatory activities and the commencement of a partnership

Section 3 of the Partnership Act, 1932 defines a partnership as the relationship between “persons who have agreed to share the profit of a business carried on by all or any of them acting for all”. This formulation shows that mere agreement is not enough: there must be a business which is carried on. The English Act of 1890 defines a partnership as the relationship that subsists between persons...

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