INDIA – RECENT SECURITIES LAW DEVELOPMENTS
Dematerialization of physical securities of shareholders before filing the DRHP The Securities and Exchange Board of India (the “SEBI”) has, recently, approved amendments to the SEBI (Issue Capital and Disclosure Requirements) Regulations, 2018 (the “ICDR Regulations”), and has mandated that selling shareholders, key managerial personnel, senior management, directors, qualified institutional buyers (“QIBs”), employees, shareholders with …
Continue reading “INDIA – RECENT SECURITIES LAW DEVELOPMENTS”
Supreme Court directs status quo to be maintained in the liquidation of Bhushan Power and Steel Ltd.
Introduction In Kalyani Transco v. M/s Bhushan Power and Steel Ltd. (2025 INSC 621), the Supreme Court (the “SC”) set aside the approved resolution plan (the “Resolution Plan”) and directed liquidation of Bhushan Power and Steel Ltd. (“BPSL”) negating the judgments of the National Company Law Tribunal (the “NCLT”) and the National Company Appellate Law …
The Clean Slate Doctrine and the tax quandary
Background The Clean Slate Doctrine is a key legal principle embedded in the Insolvency and Bankruptcy Code, 2016 (“IBC”), which plays a pivotal role in the corporate insolvency process in India. The doctrine suggests that once a company successfully undergoes the insolvency resolution process and is taken over by a new buyer, the new owner …
Continue reading “The Clean Slate Doctrine and the tax quandary”
India’s DPIIT Clarifies on Issue of Bonus Shares in Prohibited Sectors
Introduction As per Para 1 of Annexure 3 of India’s consolidated foreign direct investment policy, Indian companies are allowed to freely issue rights/ bonus shares to their existing non-resident shareholders, subject to adherence of sectoral caps and compliance of applicable laws like the Companies Act, 2013.
MCA PROPOSES EXPANSION OF THE FAST TRACK MERGER FRAMEWORK
The Ministry of Corporate Affairs (the “MCA”) has recently issued a public notice inviting comments on the draft Companies (Compromises, Arrangements and Amalgamations) Amendment Rules, 2025 (the “Draft Amendment Rules”).
The Proposed Structure of India’s New Income-tax Bill, 2025
Background In July 2024, India’s Finance Minister announced that a comprehensive review of the existing Income-tax Act, 1961 (the “IT Act”) would be undertaken with the intent to make the tax law simple and to minimize tax controversy.
Income arising from crypto sales prior to April 1, 2022 to be taxed as capital gains and not as income from other sources
Background An individual salaried taxpayer (the “Individual”) purchased bitcoins during the financial year 2015-16 and sold them in the financial year 2020-21.
CROSS BORDER M&A 2025
PRIOR YEARS – A QUICK PREVIEW 2023 was a year of significant global challenges, including interest rate hikes and ongoing geopolitical conflicts. While 2024 began with optimism for economic growth and increased deal activity, persistent geopolitical tensions kept uncertainties high. Global M&A experienced a modest upward trend in 2024 with a 9.8% increase in deal …
INDIA’S NEW INSURANCE REGIME CAN CHANGE THE GAME
Background India’s insurance industry is on the brink of transformative changes with the anticipated introduction of the Insurance Amendment Bill (the “Bill”) during the winter session of Parliament.
HOW EASILY ARE MAC CLAUSES IN INDIAN M&A CONTRACTS ENFORCEABLE?
Background Material Adverse Effect (“MAE”) or Material Adverse Change (“MAC”) clauses are often used in mergers and acquisition (“M&A”) agreements.