Corporate Professionals Blog

Regulation 10 of SEBI (SAST) Regulations, 2011 (SEBI Takeover Code) provides the provisions relating to automatic exemption to the acquirer from complying with the provisions of regulation 3 and 4 of the SEBI Takeover Code requiring Open Offer be made to the shareholders of the Target Company subject to the compliance of the conditions as prescribed thereunder. An analysis of the provision relating to exemption available in case of increase in voting rights pursuant to a scheme of arrangement as contained in regulation 10(1)(d) is detailed below:

Celebrations are taking place around the World to mark the start of 2015. We are on a welcome note of another new beginning with an excitement, high anticipation and expectation for the months to come. The beginning of a new year can get you inspired to make changes and to do things differently. Ms. Mohini Varshney Assistant Vice President +919971673332 mohini@indiacp.com Even in Indian context and from a commercial perspective, bang is expected in the economic activities in the country under the charge of the new elected government of Shri Modi. In a recent article, World Bank said that, ‘ Indian economy, which accounts for 80% of South Asia’s output, is set to grow by 6.4% in 2015-16 as against 5.6% in the year 2014-15. India is benefiting from a “Modi Dividend”' , the Bank said. Even from the human resource angle, according to various researches and reports, it is expected that there will be an increase in jobs and work opportunities this year. According to r...

Facts:  The present appeal is filed by M/s.Gulab Impex Enterprises Limited (“Appellant”) against the initiation of Adjudication proceeding by SEBI and imposed a penalty of Rs. 9,00,000 for violation of Regulation 8(3) of SEBI (SAST) Regulations, 1997 instead of favourably considering the consent application for an amicable resolution of the issue. 

OVERVIEW: Raising Unregulated Funds from Public Recently, SEBI vide its interim order(s) , has directed the companies engaged in mobilizing funds from public in unregulated manner, namely Garima Real Estate & Allied Limited (“GREAL”), Raghav Capital & Infrastructures Limited (“RCIL”), M/s Vee Realties India Limited (“VRIL”) & Arise Bhoomi Developers Limited (“ABDL”) (collectively called as “The Companies”) to, not to collect any fresh money from investors, not to launch any new schemes and has injuncted the companies from alienating or disposing any properties and assets and funds raised from public. Ms. Deepika Vijay Sawhney Partner +919818316936 deepika@indiacp.com The Real Estate Industry plays significant role in growth of any economy. In India, this sector despite being of key importance has always faced financial crunches. To cover up finance needs, various new methodologies are adapted and tested by the Real Estate sector to meet the business ...

Taking into account the wider perspective of Employee Benefit Schemes in India as well as overseas and with the intent to align the provisions of the extant regulations with the Companies Act, 2013, the Market Regulator, SEBI has floated new Regulatory framework governing the regime of Employee Welfare Programmes. These new Regulations have been named SEBI (Share Based Employee Benefit Schemes) Regulations, 2014, w.e.f.  28 October, 2014 . Ms. Mohini Varshney Assistant Vice President +919971673332 mohini@indiacp.com This move of SEBI is a welcoming step that aims at streamlining the regulatory framework with the dynamic business environment thereby ensuring transparency in the operations of the Employee Welfare Trusts on one hand and bringing all Welfare Schemes involving Shares of the Listed Entities under the regulatory arena.

The Securities and Exchange Board of India (SEBI), in its Board Meeting held on 19th November 2014 has taken many a decisions to tighten the noose against the wilful defaulters and the wrong doers. SEBI is all set to match the international practices and not let go any wrong doer, who gets undue benefit or attempts to get any undue benefit from the genuine and innocent investors. Ms. Anjali Aggarwal Vice President +919971673336 anjali@indiacp.com Ms. Deepika Vijay Sawhney Partner +919818316936 deepika@indiacp.com SEBI broadly took the following decisions, which can reap better benefits for the investors’ community and the small shareholders:

Securities Laws (Amendment) Act, 2014 has recently amended the SEBI Act, 1992 providing Power of Review through introduction of new section 15-I (3) in SEBI Act. Exercising this newly vested power, SEBI has recently reviewed an Adjudication Order issued against a Mumbai based broker who was alleged of carrying fraudulent self-trades in scrips of a company and violating SEBI regulations and was relieved by the Adjudication officer (“AO”) on no charges being established. The SEBI Member, on reviewing the order in terms of section 15-I (3) has now affirmed the violation of SEBI Provisions and levied a penalty of Rs. 5,00,000 (Rupees Five Lakh). The newly inserted section 15-I (3) reads as following: Ms. Deepika Vijay Sawhney Partner +919818316936 deepika@indiacp.com “(3) The Board may call for and examine the record of any proceedings under this section and if it considers that the order passed by the adjudicating officer is erroneous to the extent it is not in the i...