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LSF – The Journey

The uniform ‘late submission fee’ (“LSF”) is a relatively new concept in the Indian exchange control regime. The Foreign Exchange Management Act, 1999 (“FEMA”), as originally introduced by the legislature, did not envisage the concept of LSF. Resolving a delay in reporting of equity or debt transactions under FEMA would necessarily require compounding of offences before the Reserve Bank of India (“RBI”). Given that compounding is not the most time efficient or simple process, it implied that even for insignificant or genuine delays, parties would have to undergo several steps, thus making the system clogged with late filings and filings becoming more cumbersome than they needed to be.…

Continue Reading Uniformisation of Late Submission Fee under FEMA: A One Stop Shop?

Stock Exchange Process

On February 1, 2012, the Securities and Exchange Board of India (“SEBI”) had introduced the mechanism for offer for sale through the stock exchange (the “Stock Exchange OFS”) with the intention of facilitating offloading by promoters and promoter group members in listed companies. It was expected to bring in transparency in secondary transactions as well as draw wider participation. The introduction of the Stock Exchange OFS was also a recognition of limitations of then existing methods for achieving minimum public shareholding (the “MPS”), i.e. taking the public issue route, which was both time consuming and cumbersome.…

Continue Reading Offer for sale through the stock exchange process – whether recent changes will revitalise the process?

Takeover of Publicly Traded Companies Flashback 2022

It was a buzzing year for control deals in India. Year 2022 saw 93 control deals in the listed space, implemented through the tender offer route under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (Takeover Regulations)[1]. This marks the highest number of tender offers in the last five years.…

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Product Liability

1. Product Liability under the Consumer Protection Act, 2019: An Overview

By Bishwajit Dubey, Surabhi Khattar & Ashutosh Singh

‘Product Liability’ has been defined for the first time under the Consumer Protection Act, 2019 (“2019 Act”). As per the 2019 Act, product liability means the responsibility of a product manufacturer or product seller, or product service provider, to compensate for any harm caused to a consumer by a defective product manufactured or sold or by deficiency in services in relation to the product.…

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Background

The Parliament took 16 years to implement the directions issued by the Supreme Court of India in 1997, in the landmark case of Visakha vs. State of Rajasthan[1] (“Visakha Guidelines”) to enact a law for the prevention of sexual harassment of women at the workplace. The enactment of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“Act”) and the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013 (“Rules”) was very late, but better so than never.…

Continue Reading POSH Act – Implementational Challenges

Crackdown on shell companies MCA amends the Companies Incorporation Rules to provide for additional physical verification of registered offices

Background:

The Ministry of Corporate Affairs (“MCA”), vide notification dated August 18, 2022, notified the Companies (Incorporation) Third Amendment Rules, 2022, which further amended the Companies (Incorporation) Rules, 2014 (“Companies Incorporation Rules”), through the introduction of Rule 25B. This amendment sets out the process to be followed by the Registrar of Companies (“ROC”) to carry out physical verification of a registered office of a company.[1]…

Continue Reading Crackdown on shell companies: MCA amends the Companies Incorporation Rules to provide for additional physical verification of registered offices

Policyholder Data Sharing in India

Introduction

With a vision to transform India into a digitally empowered society and knowledge economy, the Indian government[1] launched the Digital India initiative and mindful of its impact, it has been taking several steps to ensure greater accessibility as well as greater safety around internet based services. This, coupled with heightened internet based services and digital connectivity,[2] led the government to launch several digital services[3] and some are remarkably successful – these range from unified payments interface (UPIs) to DigiLocker[4]. According to India Brand Equity Foundation, the rising use of UPIs strongly indicate that more and more people in India are adopting a digital lifestyle[5] – UPI saw its highest ever number of transactions in April 2022 at 5.58 billon, amounting to INR 9.83 trillion. DigiLocker hit the mark of 101 million users on March 19, 2022, evidencing the adoption and success of this initiative[6].…

Continue Reading Policyholder – Data Sharing in India – Time for Consent – Based Regime?

The Supreme Court clarifies the law and lays down the guidelines

INTRODUCTION

 The Supreme Court of India has in its recent landmark judgment in Satender Kumar Antil[1] laid down guidelines on the grant of bail to an accused and while doing so, it has reiterated aspects of personal liberty and constitutional guarantees available to an accused under criminal jurisprudence. The Court observed that while its discussion and findings are meant to operate as guidelines, each case pertaining to a bail application is to be decided on its own merits.[2] This article seeks to analyse these guidelines and evaluate their consequences and operation in practice.…

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Tracing the Grey Lines Interim Relief in Case of Disparagement Claims in Comparative Advertising

With increased incidences of trade wars between business rivals through commercial advertising in print and electronic media, there is an apparent need to identify the threshold at which the publication of a certain advertisement becomes defamatory or disparaging to another’s product. The Apex Court has declared that the publication of commercial advertisements forms a part of ‘commercial speech’ protected under Article 19(1)(a) of the Constitution.[1]…

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Analysis of recently attempted Voluntary Delistings

The number of voluntarily delistings seen in the last 1 (one) year has surpassed the number of delistings attempted earlier in a single year. Promoters are choosing to voluntarily delist their companies from the stock exchanges for various reasons including stock market price not being reflective of true value of the company’s stock, having full control over operations (without being required to go for any public vote for critical transactions), restructuring of their group entities, greater flexibility and reducing costs related to numerous regulatory compliances.

Even the Securities and Exchange Board of India (SEBI) introduced various amendments (mostly for tightening of procedure) under the new SEBI (Delisting of Equity Shares) Regulations, 2021 (2021 Delisting Regulations). The 2021 Delisting Regulations replaced the old SEBI (Delisting of Equity Shares) Regulations, 2009 (2009 Delisting Regulations). However, the key elements of a delisting process i.e. requirement of super majority of minority shareholder being in favour of the delisting proposal and the bidding process through the reserve book build (RBB) mechanism remain the same even under the new 2021 Delisting Regulations. …
Continue Reading Analysis of recently attempted Voluntary Delistings