Listen to this post
FIG Paper no. 48: Change in Control & Learnings in FIG space

Mergers and acquisitions (M&A) in the banking, financial services, and insurance (BFSI) sector constituted approximately 10% of all M&A activity in India in 2024, exceeding USD 12.1 billion[1] in value, making it the second highest among all sectors. Infrastructure and BFSI are expected to continue driving M&A deal activity in India. Recently, India is seeing several large M&A transactions involving complex structuring, regulatory approvals on account of change in control, bespoke due diligence and documentation considerations and nuanced approach to regulatory interface before and after deal signing to obviate deal failure risks. Basis our recent experience, and change in control provisions applicable to banks, non-banks, payment system operators (PSOs), mutual funds and insurance players, this paper provides an overview of the specific deal and change in control linked regulatory approvals and learnings / considerations relevant from a transaction structuring and deal execution perspective, across each of the BFSI verticals.

Continue Reading FIG Paper no. 48: Change in Control & Learnings in FIG space
Listen to this post
FIG Paper No. 47 (VDA Series 6) – Exploring Synergies between Traditional Finance and Decentralised Finance for India

Introduction

A decade after the emergence of cryptocurrencies, regulatory outlooks from the traditional finance sector (“TradFi”) toward banking activities in the digital assets sector (“DeFi”) have evolved significantly. This shift signifies growing institutional acceptance of digital assets as legitimate financial instruments.

Continue Reading FIG Paper No. 47 (VDA Series 6) – Exploring Synergies between Traditional Finance and Decentralised Finance for India
Listen to this post
CERC’s Guidelines on VPPA Would Accelerate India’s Energy Transition

Summary: This piece examines the scope and key provisions of the Draft VPPA Guidelines, and potential impact on market participants, especially in the context of India’s ambitious energy transition goals.                                                                  

Continue Reading CERC’s Guidelines on VPPA Would Accelerate India’s Energy Transition
Listen to this post

In a key decision, the Karnataka High Court dealt with two connected writ petitions involving leading real estate developers[1], challenging the decision of the stamp and registration authorities in Karnataka. The key issue was whether stamp duty applies to super built-up areas and car parks when the sale deed refers only to an undivided land share. The decision clearly explains the legal position on dual ownership and how stamp duty must be calculated on such documents.

Continue Reading Building Vs. Land: A Tale of Two Owners in Indian Property Law
Listen to this post
Navigating Subsidiary Structures: Rethinking Section 186(7) and Layering Restrictions in a Global Context

In today’s globalised economy, Indian companies are increasingly expanding their footprints across borders. Despite the global ambition, the regulatory framework often remains stubbornly local.

Continue Reading Navigating Subsidiary Structures: Rethinking Section 186(7) and Layering Restrictions in a Global Context
Listen to this post
Steering the ship: Accomplishing Board autonomy post-listing

Introduction

The listing of a multinational corporation’s subsidiary (“Subsidiary(ies)”) on the Indian bourses is a major shift for the once private company. This allows the Subsidiary to unlock value through India’s thriving capital market, while also subjecting it to oversight by the Securities and Exchange Board of India (“SEBI”). SEBI functions as the watchdog for the Indian securities market and ensures that listed entities comply with corporate governance norms to protect the interests of minority shareholders.

Continue Reading Steering the ship: Accomplishing Board autonomy post-listing
Listen to this post
Geopolitical Destiny: The Direction of Indian Strategic Autonomy

Summary: Amidst increasing geopolitical risk globally, India may need to assess its current ‘strategic autonomy’ approach to multi-alignment. This article examines the relationship between India and the US, explores a potential Middle Powers strategy premised on India’s alignment with Europe, and underscores the importance of India strengthening its engagement with the Global South to achieve its geopolitical ambitions amidst shifting global dynamics.

Continue Reading Geopolitical Destiny: The Direction of Indian Strategic Autonomy
Listen to this post
Independent Directors and ‘Material’ Pecuniary Relationships: Ambiguity to Clarity

SUMMARY OF THE BLOG

This blog examines the concept of ‘material pecuniary relationship’ while assessing a director’s independence under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), and the Companies Act, 2013 (“Companies Act”). It highlights the regulatory differences in thresholds and look-back periods, and analyses key regulatory interpretations, committee reports, and market practices, including the recent informal guidance issued by SEBI.

Continue Reading Independent Directors and ‘Material’ Pecuniary Relationships: Ambiguity to Clarity
Listen to this post

The increasing adoption and deployment of artificial intelligence (“AI”) enabled tools, platforms, and solutions by market participants in the financial sector, including the securities markets, is now widely recognised, both in India[1] and globally[2].

Continue Reading The Consultation Paper on AI Regulation : A Case for Nuance?