IndiaCorpLaw

Tag: SEBI

  • A Rule of Reason for Self-Trades?

    [The following guest post is contributed by Nikunj Agarwal, a 4th year student at RML National Law University, Lucknow and Arjun Agarwal, a 3rd year student at WB National University of Juridical Sciences, Kolkata. The authors can be contacted at nikunj.rmlnlu@gmail.com] Prefatory It is one of the well-known principles of securities regulation that the primary…

    Read more…

  • SEBI Order on Delisting Price

    Delisting transactions tend to be sensitive as they underscore the conflicts between controlling shareholders (or promoters) and minority shareholders. The promoters are in a position to delist the company at any time they consider appropriate even though the circumstances may not necessarily favour the minority shareholders. Moreover, due to the information asymmetry between the two…

    Read more…

  • Enhanced Disclosure Requirements for Listed Companies

    SEBI this week issued a series of circulars pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), which seek to streamline and enhance the disclosure obligations of listed companies. The three different circulars are briefly discussed below. Shareholder Voting Results In the case of shareholders’ meetings, SEBI has prescribed that a…

    Read more…

  • SEBI Denied Locus Over Scheme of Arrangement

    It is a well-known fact that schemes of arrangement are a popular method to implement mergers and corporate restructuring transactions in India. While they involves an elaborate and cumbersome procedure and the oversight of the court, parties enjoy tremendous flexibility in structuring their transactions. More importantly, such a scheme is binding on the dissenting minority.…

    Read more…

  • 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…

    Read more…

  • It’s the “Material” Things That Matter: Disclosures under the New SEBI Regulations

    [The following guest post is contributed by Yogesh Chande, Partner and Malek-ul-Ashtar Shipchandler, Associate, at Shardul Amarchand Mangaldas. Views expressed herein are personal and solely that of the authors. A related post by Somasekhar Sundaresan is available here.] Background The Securities and Exchange Board of India (“SEBI”) notified the SEBI (Listing Obligations and Disclosure Requirements),…

    Read more…

  • A Material Mistake in Disclosure Obligations

    The newly notified SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which would take effect on December 1, 2015 remove materiality as a relevant factor for disclosures of “acquisitions” by listed companies.  The term “acquisitions” has been defined to mean acquisition of 5% in any other company and a movement of 2% in shareholding thereafter,…

    Read more…

  • How Independent Are Our Financial Regulators?

    [The following guest post is contributed by Bhargavi Zaveri, who is at the National Institute of Public Finance and Policy (NIPFP), New Delhi. Views are personal. An abbreviated version of this post appeared in the Business Standard] A sequence of recent incidents has rekindled the public discourse on the independence of our financial sector regulators…

    Read more…

  • SEBI Consultation: Forfeiture of Shares and Impact on Takeover Regulations

    SEBI has issued a Discussion Paper on “Review of policy relating to forfeiture of partly paid-up shares – Amendments to SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011”. The paper opens with references to partly-paid shares and forfeiture of unpaid capital as provided under the Companies Act, 2013. Essentially, in case of partly paid…

    Read more…

  • SEBI’s Guidance Note on Insider Trading Regulations

    After the SEBI (Prohibition of Insider Trading) Regulations, 2015 (the “Regulations”) were issued that came into effect on May 15, 2015, SEBI received several requests from companies and their advisors on certain operational issues that came to the fore in the implementation of the Regulations. In order to address those, SEBI issued a Guidance Note…

    Read more…