Industry Standards on Reporting of BRSR Core SEBI/HO/CFD/CFD-PoD-1/P/CIR/2024/177, dated 20th December 2024, issued by SEBI 1. In order to facilitate ease of doing business and to bring about standardization in implementation, the Industry Standards Forum (“ISF”) comprising of representatives from three industry associations, viz. ASSOCHAM, CII and FICCI, under the aegis of the Stock Exchanges, has formulated industry standards, in consultation with SEBI, for

Policy for Sharing Data for the Purpose of Research / Analysis SEBI/HO/DEPA-II/DEPA-II_SRG/P/CIR/2024/178, dated 20th December 2024, issued by SEBI 1. Vide SEBI Circular No. SEBI/HO/DEPA-III/DEPA-III_SSU/P/CIR/2022/25 dated February 25, 2022 on “Approach to securities market data access and terms of usage of data provided by data sources in Indian securities market”, all market intermediaries and other data sources in Indian securities markets were advised to freely disseminate various reporting and disclosure data that are mandated by the regulators in a downloadable format.

Simplification of Offer Document SEBI/HO/IMD/IMD-RAC-1/P/CIR/2024/179, dated 20th December 2024, issued by SEBI 1. Clause 1.1.3.1 of Master Circular No. SEBI/HO/IMD/IMD-PoD-1/P/CIR/2024/90 dated June 27, 2024 for Mutual Funds (‘Master Circular’) read with Circular No. IIMARP/MF/CIR/06/793/98 dated March 31, 1998 inter alia, requires Asset Management Companies (AMCs) to submit soft copy of the Draft Scheme Information Documents with SEBI to be made available on SEBI’s

SEBI Board Decisions PR No.36/2024, dated 18th December 2024, issued by SEBI The 208th meeting of the SEBI Board was held in Mumbai today. The SEBI Board, inter-alia, approved the following: 1. Ease of doing business with respect to Business Responsibility and Sustainability Report (BRSR) With a view to facilitate ease of doing business for listed entities and their value chain partners with regard

Measures to Address Regulatory Arbitrage with respect to Offshore Derivative Instruments (ODIs) and FPIs with Segregated Portfolios vis-à-vis FPIs SEBI/HO/AFD/AFD-POD-3/P/CIR/2024/176, dated 17th December 2024, issued by SEBI 1. SEBI vide “Master Circular for Foreign Portfolio Investors, Designated Depository Participants and Eligible Foreign Investors” No. SEBI/HO/AFD/AFD-PoD- 2/P/CIR/P/2024/70 dated May 30, 2024, as amended from time to time (hereinafter referred to as the ‘FPI Master Circular’) has, inter alia,

Securities and Exchange Board of India (Investment Advisers) (Second Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/219, dated 16th December 2024, issued by SEBI In exercise of the powers conferred by sub-section (1) of section 30 read with clause (b) of sub-section (2) of section 11 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013, namely: — 1. These Regulations may be

Securities and Exchange Board of India (Research Analysts) (Third Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/220, dated 16th December 2024, issued by SEBI In exercise of the powers conferred by sub-section (1) of section 30 read with clause (b) of sub-section (2) of section 11 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Research Analysts) Regulations, 2014, namely: — 1. These regulations may be

Securities and Exchange Board of India (Mutual Funds) (Third Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/221, dated 16th December 2024, issued by SEBI In exercise of the powers conferred by section 30 read with clause (c) of sub-section (2) of section 11 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, namely— 1. These Regulations may be called the Securities

Classification of Corporate Debt Market Development Fund (CDMDF) as Category I Alternative Investment Fund SEBI/HO/IMD/PoD2/P/CIR/2024/174, Dated 13th December 2024, issued by SEBI 1. Corporate Debt Market Development Fund (hereinafter referred to as ‘CDMDF’ or ‘the fund’) has been set-up under Chapter III-C of SEBI (Alternative Investment Funds) Regulations, 2012 (AIF Regulations) to act as a Backstop Facility for purchase of investment grade corporate debt securities, to instill confidence

Relaxation from the ISIN Restriction Limit for Issuers Desirous of Listing Originally Unlisted ISINs (Outstanding as on 31st December, 2023) SEBI/HO/DDHS/DDHS-PoD-1/P/CIR/2024/173, dated 13th December 2024, issued by SEBI (Modification to Chapter VIII of the Master Circular for issue and listing of Non-convertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper) 1. Regulation 62A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as

Participation of Retail Investors in Algorithmic Trading Dated 13th December 2024, issued by SEBI Background 1. In an effort to enhance market efficiency and transparency, SEBI introduced Algorithmic Trading (algo trading) through Direct Market Access (DMA) Facility, which provided significant advantages such as faster order execution, reduced transaction costs, greater transparency, better audit trails and improved liquidity. However, access to these facilities has been limited to institutional investors. 2.

Pro-rata and Pari-passu Rights of Investors of AIFs SEBI/HO/AFD/AFD-POD-1/P/CIR/2024/175, dated 13th December 2024, issued by SEBI 1. Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”) have been amended and notified on November 18, 2024, with respect to maintaining pro-rata and pari-passu rights of investors in a scheme of an AIF. A. Pro-rata rights of investors of AIFs - 2. Regulation 20(21) of AIF Regulations states as under - “The investors of a scheme of an Alternative

    Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/218, dated 12th December 2024, issued by SEBI In exercise of the powers conferred by section 11, sub-section (2) of section 11A and section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992) read with section 31 of the Securities Contracts (Regulation) Act, 1956 (42 of 1956), the Board hereby makes the following regulations to further amend the Securities and Exchange

Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) (Third Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/217, dated 11th December 2024, issued by SEBI In exercise of the powers conferred under sub-section (1) of section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Securities and Exchange Board of India hereby makes the following regulations to further amend the Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021, namely

Consultation Paper on Draft Circular on Operational Efficiency in Monitoring of Non-resident Indians (NRIs) Position Limits in Exchange Traded Derivatives Contracts - Ease of Doing Investment Dated 10th December 2024, issued by SEBI 1. Objective 1.1. The objective of this paper is to seek public comments on the draft circular on Operational Efficiency in Monitoring of NRI Position Limits in Exchange Traded Derivatives Contracts as a measure of Ease of Doing Investment for NRI clients. 2. Background 2.1. As per extant procedure, an

Enhancement in the Scope of Optional T+0 Rolling Settlement Cycle in Addition to the Existing T+1 Settlement Cycle in Equity Cash Markets SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/172, dated 10th December 2024, issued by SEBI 1. SEBI vide Circular No.SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/20 dated March 21, 2024 introduced the beta version of T+0 rolling settlement cycle on optional basis in addition to the existing T+1 settlement cycle in Equity Cash Markets, for a limited set of 25 scrips and with a limited number of brokers. 2.

Harnessing DigiLocker as a Digital Public Infrastructure for reducing Unclaimed Assets in the Indian Securities Market Dated 10th December 2024, issued by SEBI Background In pursuance of SEBI’s prime mandate of investor protection, Unclaimed Assets (UA) of investors in securities markets has been identified as a focus area for policy action. As part of SEBI’s ongoing multi-pronged approach to tackle the problem of UA, it is proposed to implement the captioned measure through issuance of circular, as per draft annexed. The key features

Revised Guidelines for Capacity Planning and Real Time Performance Monitoring Framework of Market Infrastructure Institutions SEBI/HO/MRD/TPD/CIR/P/2024/171, dated 10th December 2024, issued by SEBI 1. Chapter 2 of SEBI Master Circular dated October 16, 2023 inter-alia prescribes capacity planning framework for Stock Exchanges, Clearing Corporations. Further, Section 4 of SEBI Master Circular dated December 03, 2024 prescribes capacity planning framework for Depositories. 2. MIIs (i.e. Stock Exchanges, Clearing Corporations and Depositories), being

Consultation Paper on Draft Circular to provide Clarity on Provisions related to Association of Persons regulated by the Board, MIIs and their Agents with Persons carrying on Prohibited Activities Dated 6th December 2024, issued by SEBI 1. Objective 1.1. The objective of this paper is to seek public comments on the provisions of the draft circular providing details/clarifications on various provisions related to association of persons regulated by the Board, MIIs (stock exchanges, clearing corporations, depositories), and their agents

Securities and Exchange Board of India (Intermediaries) (Second Amendment) Regulations, 2024 No. SEBI/LAD-NRO/GN/2024/216, dated 4th December 2024, issued by SEBI In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board

Board can appoint a person above the age of seventy-five years without prior approval. Such appointment can be approved subsequently In Nectar Life Sciences Ltd. v. SEBI [2024] 178 CLA 33 (SAT), the Appellate Tribunal held that the word ‘unless’ as depicted in sub-regulation (1A) of regulation 17 does not mean ‘prior approval’ nor the requirement of passing a special resolution was a qualificatory condition for appointment as a

Section 27 prior to the amendment, (i.e., prior to 8th March, 2019) had no application to civil liability and only after the amendment section 27 provided for vicarious liability on both criminal and civil liability for contravention of the Act, Rules and Regulations made thereafter Amended section 27 makes it clear that the section 27 did not include within its scope the levy of civil penalties for the alleged

The power under section 11 is much wider and expansive than the powers given under section 11B and normally section 11B is only an enabling provision to section 11 From a conjoint reading of the provision of sections 11 and 11B, it is clear that the power of the Board is very wide and it could take every measure that a situation would demand and issue such direction that

Where neither section 7 petition nor any pleadings or documents submitted by the appellant show that there was a share purchase agreement nor any documents showed/evidenced the fact of borrowing, it is difficult to accept the contention of the appellant that the transaction in question was in fact repugnant of a financial debt The definition of 'financial debt', as enumerated in clause (8) of section 5, is quite exhaustive

Where there is no finding of the auditor's direct involvement in the cleaning up of the books of account or in the fudging of the books of account of the company and his collusion or connivance with any director, promoter or employee of the company, auditor cannot be charged under section 12A read with regulations 3 and 4 of the PFUTP Regulations The scope of inquiry by SEBI is

Sub-section (2) of section 60 contemplates filing of application for personal guarantor before the NCLT or its Benches and not to a particular courtroom of the NCLT or its Benches Sub-section (2) of section 60 provides that where the corporate insolvency resolution process of the corporate debtor is pending before the NCLT, an application relating to the insolvency resolution of a personal guarantor, as the case may be, of

The finding of Adjudicating Authority that as the application for MSME certificate was made after the commencement of CIRP, such unauthorised application cannot be considered and cannot tide over ineligibility under section 29A being contrary to settled law laid down by the Supreme Court in Hari Babu Thota, In re. [2024] 178 CLA 270, suffers from legal infirmity Not having MSME status at the time of commencement of the

The finding of the SEBI and NSE that no person can be appointed or continued to be appointed as a non-executive director unless prior approval of the shareholders is made is erroneous. Hence, no penalty could have been imposed for violation of regulation 17 Sub-regulation (1A) of regulation 17 is not applicable for purpose of filling up a casual vacancy under sub-section (4) of section 161 of the Companies Act, 2013 (‘the Act’). Sub-regulation (1A) of regulation 17 cannot be read

If the resolution professional proceeds in terms of section 25 and secures the assets from the creditors, the creditors would not be entitled to claim set-off during the course of the corporate insolvency resolution process, which is earlier in the point of time In view of opening part of the Code and sections 238 and 243, it cannot be argued that the appellants are entitled to statutory set-off or insolvency set-off, in the corporate insolvency resolution proceedings under Chapter II Part

National Company Law Tribunal cannot assume the jurisdiction of the constitutional court to declare the assessment order as void ab initio True, after declaring moratorium, there is an embargo on enforcing the demand, but there is no embargo under section 14, read with sub-section (5) of section 33, for determining the quantum of tax and other levies, if any, against the corporate debtor. The National Company Law Tribunal (‘NCLT‘) has no power and authority under the Code to declare an assessment

Where no issue was raised by the corporate debtor regarding quality or quantity of services resulting into pre-existing disputes, it cannot be argued that the termination of work indicates pre-existing disputes. In fact, the termination letter was withdrawn by the corporate debtor and original contract was restored Mere allegations regarding less mobilisation of manpower or regarding delay during the contract which was ultimately completed to the satisfaction of the corporate debtor for which the completion certificate was issued to the financial

As per the law as exist today, the operational creditors are only entitled for minimum of the liquidation value. There being no breach of any of the provisions of the Code, no interference with the impugned order is called for The question with respect to payments to operational creditors under resolution plan as per the scheme of the Code is no longer res integra. Operational creditors are entitled to the minimum entitlement as per clause (b) of sub-section (2) of section

Both appellant and respondent being partners in developing the subject-property together, any sum provided by the appellant tantamount to financing the operations of the joint venture and not a disbursal of loan for the purposes of exclusive utilisation by the respondent for his own requirement Where shared liability for profit is so clearly manifested in the agreement and both appellant and respondent are development partners and co-sharers in the development of the subject-property and the terms of the agreement laid the

Suspension is automatic, once the disciplinary proceedings are initiated. Therefore, it can neither be termed as manifestly arbitrary nor can be challenged on the ground of any confirmation of unguided/unbridled power. Accordingly, regulation 23A of the Insolvency and Bankruptcy Board of India (Model Bye-laws and Governing Board of Insolvency Professional Agencies) Regulations, 2016 is constitutionally valid The power of suspension is not a punishment and is an ad interim measure and if one has to be issued with show cause notice,

The power of the Supreme Court to enter the regulatory domain of SEBI in framing delegated legislation is limited. The court must refrain from substituting its own wisdom over the regulatory policies of SEBI. The scope of judicial review when examining a policy framed by a specialised regulator is to scrutinise whether it violates fundamental rights, any provision of the Constitution, any statutory provision or is manifestly arbitrary In a consistent line of precedent, the Supreme Court has held that when

Insolvency (Amendment) Act, 2019 is certainly applicable when the appeals were heard and decided by the Appellate Tribunal Explanation 2(ii) clearly states that an appeal preferred under sections 61 or 62, when it is not barred by time under any provision of law, shall be heard and decided after considering the amended clause (b) of sub-section (2) of section 30 under the Amendment Act. Clauses (i), (ii) and (iii) of Explanation 2 reflect the wide expanse and width of the legislative

The jurisdiction of the Adjudicating Authority and the Appellate Authority cannot extend into entering upon merits of a business decision made by a requisite majority of the committee of creditors in its commercial wisdom. Nor is there a residual equity based jurisdiction in the Adjudicating Authority or the Appellate Authority to interfere in the decision, so long as it is otherwise in conformity with the provisions of the Code and the Regulations made thereunder The decision of the committee of creditors

Resolution professional appointed under section 97 serves a facilitative role of collating all the facts relevant to the examination of the application for the commencement of the insolvency resolution process which has been preferred under section 94 or section 95. The report to be submitted to the Adjudicating Authority is recommendatory in nature on whether to accept or reject the application. The submission that a hearing should be conducted by the Adjudicating Authority for the purpose of determining ‘jurisdictional facts’

Where in court proceedings the judgment stands reserved, subsequent proceedings by way of interim application is normally not entertained for reasons of procedural propriety It is a well settled proposition of law that the two stages of reserving of judgment and pronouncement of judgment are in a continuum with no hiatus or gap as such in the two stages. That being the well accepted and time-tested practice in court proceedings, subsequent pleadings filed by way of an interim application after the

Section 238 contains a non obstante clause which gives overriding effect to its provisions. Consequently, its provisions acquire primacy, and cannot be read as subordinate to the RERA. It is not equitable to treat a particular segment of the class of home buyers differently in the resolution plan It is not equitable to hold the view taken by the resolution professional that once an allottee seeks remedies under the RERA and opts for return of money in terms of the order

This article seeks to answer, as to what happened when the period of 12 years lapsed and the award had not been enforced in light of the 'automatic stay/suspension' before the decision was rendered in HCC Case?

RBI has introduced a new scale based regulation framework for regulation of non-banking financial companies ('NBFCs') in India. Under this framework, separate set of regulations are applicable to an NBFC based on its categorisation on various parameters. This article aims to apprise the readers on all RBI regulations applicable to all NBFC's based on its categorisation.

RBI has introduced a new scale based regulation framework for regulation of non-banking financial companies ('NBFCs') in India. Under this framework, separate set of regulations are applicable to an NBFC based on its categorisation on various parameters. This article aims to apprise the readers on all RBI regulations applicable to all NBFC's based on its categorisation.

In this article, the author delves into reasons for stress of senior staff in audit firms. He concludes that root cause for the stress of audit assistants is the rigid regulatory time bound norms prescribed under Regulations.

This article is intended to explain the concept of significant beneficial owner as defined in section 90 of the Companies Act, 2013 read with the Significant Beneficial Owners Rules, 2018 as amended in 2017 and 2019, respectively.

On 16th August, 2024, the Department of Economic Affairs, Ministry of Finance introduced key amendments to the Foreign Exchange Management (Non-debt Instruments) Rules, 2019 through the Foreign Exchange Management (Non-debt Instruments) (Fourth Amendment) Rules, 2024. The amendment permits the transfer of shares between an Indian resident and a non-resident in exchange for foreign company shares as part of a share swap, streamlining cross-border investments, enhancing opportunities for foreign direct investment and overseas investment, and international collaborations while simplifying complex regulatory

This article is intended to discuss threadbare powers of the SEBI to directly regulate the payment of dividend and direct investors to establish mandatory compliances under the Companies Act, 2013 and rules made thereunder.

The green channel mechanism has proved to be a successful scheme for combination approvals. This article is intended to explain important aspects of the mechanism.

This article provides an overview of adjudication of cases pertaining to violation of section 62 of the Companies Act, 2013 which deals with the further issue of shares by a company.

In this article the author raises a question as to whether holding annual general meetings through video-conferencing in pursuance of circulars issued by the Ministry of Corporate Affairs in the wake of COVID-19, is legal.

The Competition (Amendment) Act, 2023 has introduced sections 48A and 48B in the Competition Act, 2002 which empower the Commission to pass settlement/commitment orders. This article explains the newly introduced sections.

Litigation funding, also known as third-party litigation funding, refers to the practice where an outside party provides financial resources to a plaintiff involved in litigation, in exchange for a portion of the monetary judgment or settlement. This financial support covers legal fees, court costs, and other expenses associated with pursuing a legal claim. The concept has grown in prominence over the past few decades and has sparked both support and controversy within the legal community. This article is intended to

The SEBI (LODR) Regulations, 2015 have undergone as many as 45 amendments reflecting a substantial evolution driven by Ease of Doing Business. In this article, the author has made an attempt to navigate the paradigm shift and transformation in the Regulations and its effect on the legal compliances.

This article has shed light on the nature of algorithmic trading and the regulations surrounding it.

In this brief note the author discusses two important questions that every one of us has come across in our life.

This article is intended to explain “Group of Companies” doctrine - a modern theory that challenges the conventional notions of arbitration law. It is celebrated by some, reviled by many others. Yet, its legacy continues.

The subject-matter of independent directors has been gaining a lot of importance over the years and, therefore, aspiration too from a host of professionals including company secretaries. This article attempts to deal with the evolution of independent directors as a role, touching upon the need, the context, regulatory framework, proficiency topics and tests, desired attributes, experience, thus, far and the need for Introspection.

In this article the author tells the story of India's startup, a flagship initiative launched by the Government to build a strong eco-system for nurturing innovation.

This article explains methodology to calculate net profits, in terms of section 198 of the Companies Act, 2013, of a company in any financial year for the purpose of section 197 in an easy to understand format.

The SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2015 lays down eligibility requirements in regard to initial public offer by small and medium enterprises and also provide for issue and listing of equity on SME exchange. This article explains practical aspects of compliance with the listing of equity shares or SME exchange.

Annual general meetings - Circular dated 19th September, 2024 - Does it give immunity from holding annual general meetings - The circular would not deprive the right of a shareholder or a member of the company from preferring and successively prosecuting such an application so made. The circular in question would not confer on a company any absolute protection.

Dishonour of cheque - Averment in the complaint - Is complainant bound to aver in the complaint - It is the bounden duty of the complainant to specifically aver in his compliant.

Competition Commission - Transparency in its proceedings in relation to discharging its functions - Natural justice demands that the notice of the enquiry should be sent to the party to the enquiry so that he gets an opportunity to defend - The status of a third party to the enquiry if changed on the orders of the Commission, the same should be communicated to the party whose status is so changed, so that an opportunity is given to him to

Articles of association - Stamp duty on its registration - Will it be necessary to pay stamp duty on every subsequent increase in authorised capital after its original registration - In case of subsequent to the increase in the authorised capital the articles of association as originally registered, it is always advisable to pay stamp duty in the States where the same has been stipulated as a percentage of the authorised capital subject to an absolute amount, till the aggregate

Contribution by joint venture partner – Is it loan for purpose of the Insolvency and Bankruptcy Code, 2016 – Where project is set up by more than one entrepreneur for sharing profits of joint venture and there is any dispute, aggrieved partner cannot take recourse to the Code.

Complaint against offence under the Code - Can a Sessions Judge entertain - In view of Supreme Court ruling that section 236 is legislation by incorporation and not legislation by reference, special courts can entertain any complaint.

Drawer of cheque – Interim compensation – Can person signing cheque be treated as drawer and be ordered to pay – Liability to pay interim compensation would be only on the company and not also on the person signing the cheque. The person signing the cheque cannot be treated as the drawer of the cheque and be ordered to pay the interim compensation under section 143A.

Nomination - Is it mandatorily required for shares/units of mutual funds - No one could or would be compelled to provide nomination in respect of property held by him.

Related party transaction – Transaction between a holding company and its subsidiary – Is it a related party transaction – After the amendment a transaction between a holding company and its subsidiary is excluded by a legal fiction from the definition of ‘related party transaction’ as defined in the Listing Regulations. When the transaction is excluded, the question of compliance with the requirements of regulation 23 would not arise.

Transfer of shares – Refusal to register for sufficient cause – Company can refuse to register transfer of shares if party is undesirable person, if transfer would contravene MoA/AoA, if registration will lead to contravention of public policy or any provision in State or Central Legislation.

Resolution professional – Adjudicatory power to decide on contents of report – The purpose of the examination is fact finding and nothing more. No adjudicatory function is involved in the process. He has also not been conferred adjudicatory powers as is the case under section 18 of the Code.

Compulsorily convertible debentures – Are they equity – Till the subscription agreement is entered into and the agreement is appropriately worded, the amount subscribed to cannot be treated as equity.

Corporate insolvency resolution process – Extension of limitation period for filing appeal for – When corporate financial creditor got certificate of recovery – If for any reason the corporate debtor is already under the clutches of corporate insolvency resolution plan, and the resultant moratorium is in force, he can take recourse to the provisions of the Code to get redressed his grievance. The issue of recovery certificate would give rise to a new cause of action. By implication the recovery

High Courts – Writ jurisdiction – Can they interfere in the arbitral awards – The High Courts will find it uncomfortable to exercise their jurisdiction, more particularly as the Act itself provides for remedies, and taking into account the policy of minimum judicial intervention, obtaining universally, in regard to arbitral matters.

Commencement of a new business activity – Not mentioned in the objects clause of memorandum of association – Can a company commence such business with the approval of its members in a general meeting - A company which existed as on 1st April, 2014 could set up new businesses covered by the other objects mentioned in the objects clause of its memorandum of association and a company incorporated under the Act could also embark on new businesses not covered by

Stamp duty on contract – Payment thereof – Powers of court to determine under section 11 of the Arbitration and Conciliation Act, 1996 – At the time the court appoints an arbitrator under section 11 of the Act, it is not required and in fact is not empowered to look into and decide the question as to whether the underlying contract is stamped or adequately stamped.

Dishonour of cheque – Can a manager managing affairs of company be prosecuted for an offence of dishonour of cheque – Merely because he is managing affairs of company, per se, he cannot be roped in for an offence under section 141.

Capital redemption reserve – Is it free – Amount lying to the credit of capital redemption reserve cannot be transferred to the general reserve, as the pre-requisite of ‘general reserve’, as defined in clause (43) of section 2 of the Companies Act, 2013, is that the amounts lying to the credit of general or free reserve should be available for payment of dividend to the holders of shares in a company. Therefore, capital redemption reserve is not general reserve.

Authorised Capital – Increase in, and allotment of shares in anticipation thereof – The authorised capital of a company can be increased only after passing of a resolution at a general meeting. The Board is not competent to make any allotment of shares subject to the company in general meeting decides to increase the authorised capital.

Resolution – Passed under section 61 to increase authorised capital – When does it take effect – Resolution can be acted upon only after stamp duty on the increase in the authorised capital is paid.