RBI concerned about corporate leverage levels; Apple patents hint at game-changing device
RBI concerned about corporate leverage levels; Apple patents hint at game-changing device
SEBI prescribes formats for reporting on Corporate Governance under Listing Regulations, 2015
SEBI prescribes format for Compliance Report on Corporate Governance to be submitted by Listed Entities to Stock Exchanges; Prescribed format for Compliance report requires listed company to report on: (i) Quarterly basis, (ii) At the end of Financial year, (iii) within 6-months from the end of financial year, which can be submitted along with second quarter report; States that Compliance Report and Secretarial Audit Report prepared in accordance with Cos. Act, 2013, so far as it pertains to Securities Laws, shall be placed before the board of directors of the listed entity, in its next meeting: SEBI
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Deal only with registered investment advisers, beware of social media stock tips : SEBI
SEBI cautions general public to deal with only SEBI registered Investment Advisers and Research Analysts for availing investment advisory services / research services, advises to check registration status on its website before availing such services; States that general public should also be wary of trading in securities markets based on tips / recommendations provided by unregistered entity /person and ought not to be attracted by such tips received through Short Message Services / any public media (including social networking media); Also cautions public to take informed investment decisions, without being influenced by misleading advertisements through websites / public media / mass messaging / emails and telephone calls which solicit investments / promise unrealistic returns; States that SEBI has taken action against 7 entities for providing 'investment advice' without obtaining registration: SEBI
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RBI proposes ECB framework liberalization for supplementing domestic capital, seeks comments
RBI seeks feedback on draft framework on External Commercial Borrowings (ECBs) on or before October 11, 2015; States that basic objective of extant ECB policy is to supplement domestic capital for creation of capital assets in the country, limited by considerations for capital account management; States that basic thrust of revised ECB Framework is to retain more qualitative parameters for the normal (foreign currency denominated) ECB and to provide more liberal dispensation for long term borrowings in foreign currency; RBI proposes to expand list of recognised lenders to include entities having long term interest in India, proposes to prescribe only negative list of end-uses for long term foreign currency borrowings (minimum maturity of 10-years): RBI
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Copy of draft framework on External Commercial Borrowings
Copy of draft framework on External Commercial Borrowings: RBI
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CLB issues order on all urgent & mentioning matters falling in Western Region
CLB orders that all urgent and mentioning matters falling in State of Maharashtra in CLB Mumbai Bench shall be mentioned before Chief Justice Shri. MM Kumar (Chairman CLB) on afternoon at 2.30 p.m. on every Tuesday and Thursday in a week, at New Delhi; With respect to all urgent and mentioning matters falling in State of Goa, Gujarat, Chhattisgarh, Madhya Pradesh and Union Territories of Dadra Nagar Haveli and Daman & Diu in CLB, Mumbai Bench, shall be mentioned before Shri. BSV Prakash Kumar, (Member (Judicial), CLB, New Delhi) on afternoon at 2.30 p.m. on every Tuesday and Thursday in a week at New Delhi; States that such Order shall be effective from September 28, 2015: CLB
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DIPP extends initial validity of industrial license for defense sector
DIPP streamlines procedure for grant of industrial license as a measure to promote ease of doing business, considering the long gestation period of defense contracts to mature; Revises initial validity of industrial license for defense sector to 15 years, further extendable up to 18 years for existing and future licenses (earlier, initial validity of industrial license was 7 year, further extendable up to 10 years); Clarifies that where license has already been expired, the licensee has to apply afresh: DIPP, Ministry of Commerce
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Negotiable Instrument (Amendment) Second Ordinance, 2015 published in Official Gazette
Negotiable Instrument (Amendment) Second Ordinance, 2015 published in Official Gazette;Amends Sec. 142 of Negotiable Instrument Act, whereby the offence u/s 138 shall be inquired into and tried only by a court within whose local jurisdiction: (i) if the cheque is delivered for collection through an account, the branch of bank where the payee or holder in due course maintains the account, is situated, or (ii) if the cheque is presented for payment by the payee / holder in due course, the branch of drawee bank, where drawer maintains the account is situated; Introduces new section relating to "validation for transfer of pending cases", wherein notwithstanding anything contained in Code of Criminal Procedure, 1973, all cases transferred to court having jurisdiction u/s 142(2), shall be deemed to have transferred under this Ordinance: Govt.
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MCA notification altering Schedule III to Cos. Act published in Official Gazette
MCA notification relating to alteration of Schedule III to Companies Act, 2013 (relating to General Instructions for preparation of Balance Sheet and Statement of Profit and Loss Account) and introduction of disclosure of MSMEs trade payables, has been published in Official Gazette: Govt.
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Sahara ruling doesn't confer SEBI 'locus' to challenge Sec. 391-394 scheme; Accounting non-compliance immaterial
HC dismisses SEBI application for recall of HC order sanctioning composite scheme between Kakinada Fertilizers Limited [(KFL) Transferee Company], erstwhile Nagarjuna Fertilizers and Chemicals Limited [(erstwhile NFCL) Transferor Company No. 1 – Demerged Company], Ikisan Limited [(Ikisan) Transferor Company No.2) and Nagarjuna Oil Refinery Limited [(NORL) Transferee Company No. 2/Resulting Company]; Under the composite scheme approved by 99.83% shareholders, oil business of erstwhile NFCL was demerged into NORL and erstwhile NFCL together with its residual business and Ikisan were merged into KFL, and after the merger, KFL was renamed as NFCL; HC primarily rejects SEBI's locus standi to file such an application, relies on Bombay HC (Division Bench) ruling in SEBI vs. Sterlite Industries India Ltd wherein it was held that SEBI cannot, as a matter of right, be heard in all scheme petitions coming up before Court u/s 391 of Cos Act 1956; Rejects SEBI's reliance on SC ruling in Sahara India Real Estate Corporation Ltd. and others vs. SEBI wherein it was held that SEBI has very wide powers to take any action/step necessary for investor protection, holds SC observations as 'general in nature' and not overriding Division Bench ruling in Sterlite; HC further observes that "If SEBI has no locus to appear in a Scheme Petition, SEBI can hardly be a "person aggrieved" who would be entitled to file a petition seeking a review/recall of the order sanctioning the scheme."; However, noting that SEBI had alleged suppression of facts by parties to the scheme, thereby contending perpetration of fraud on HC, Court delves into the merits of the case; Notes that parties had filed all relevant documents pertaining to the scheme, also observes that approval was granted to the scheme by Stock Exchanges (as required under Clause 24(f) of Listing Agreement) after seeing relevant documents including the valuation report and holds that fairness opinion by Stock Exchanges also shows that question of suppression of valuation report or any relevant facts does not arise; Notes that prior to sanction of the scheme, SEBI had received a complaint from NFCL's shareholder that implementation of scheme was detrimental, however, instead of looking into the matter, SEBI forwarded the matter to Stock Exchanges for listing purpose; Thus, rejects SEBI's submission that grant of approval under Clause 24 (f) of Listing Agreement pertains to listing and does not pertain to Court's jurisdiction under Sections 391-394; Holds that, "If the Stock Exchanges were only concerned with the grant of approval for listing under Clause 24 (f) of the Listing Agreement and not with the scheme propounded under the provisions of Sections 391-394 of the Act.. SEBI ought to have investigated the complaint at its own end instead of forwarding the same to the Stock Exchanges... The stand now taken by SEBI is an opportunistic one motivated only by its failure to give timely, indeed any, attention to the Complaint filed by a shareholder"; On SEBI's allegation of violation of Accounting Standards in valuation of assets, HC relies on co-ordinate bench rulings in Hindalco Industries Limited and Reliance Communications Ltd. to hold that "mere non-compliance of the Accounting Standards (though not true in the present case) cannot be a ground for recall or review of a court sanctioned scheme especially when due process of law has been complied with... accounting only records the transaction and does not change the character or the value" ; Also rejects SEBI's challenge to Grand Thorton's valuation report being "unrealistic, perverse and incredibly high", holds that such contention is "an attempt on the part of SEBI to challenge the valuation which is inherently based on future projections by applying what is essentially a hindsight view.. valuation is not an exact Science and can never be done with arithmetic precision", relies on SC ruling in Miheer Mafatlal; Dismisses SEBI petition with costs:Bombay HC
The ruling was delivered by Justice S.J. Kathawalla.
Senior Advocate Darius Khambata along with Mr. Pratik Sakseria, Mr. Jayesh Ashar, Mr. Mihir Mody and Mr. Rushin Kapadia argued on behalf of Applicant. Respondent-petitioners were represented by Senior Advocates Janak Dwarkadas and Shyam Mehta alongwith Mr. Ankit Lohia, Mr. Aditya Thakkar, Mr. Anoj Menon, Ms. Dhanyashree Shah and Ms. Henna Daulat.
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