MANDATORY LISTING OF SHARES HAVING SUPERIOR VOTING RIGHTS: A STEP FORWARD?

Aastha Agarwalla, Law Student, Campus Law Centre, Faculty of Law, University of Delhi

Prefatory

The Ministry of Finance, through a notification dated 19th March 2020, (hereinafter, “Amendment”) introduced a significant development in the legal framework of Differential Voting Rights (DVR), especially in shares having Superior Voting Rights (SR), by amending the Securities Contracts (Regulation) Rules, 1957 (hereinafter, “SCRA Rules”).The Amendment provides that in case a company seeks to list its ordinary equity shares for offering to the public, then it shall be mandatorily required to list its shares having SR on the same recognized stock exchange.

Continue reading “MANDATORY LISTING OF SHARES HAVING SUPERIOR VOTING RIGHTS: A STEP FORWARD?”

Extraterritorial Compliance with Corporate Governance Norms

Shubham Gupta, 4th year law student, Nirma University

*Originally published on India Corp Law

The Securities and Exchange Board of India (SEBI) has elucidated its position with the respect to the extra-territorial application of its corporate governance norms. In a recent informal guidance in the matter of KCP Limited, SEBI interpreted regulation 24(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR). The provision stipulates that an independent director of a listed company is to be appointed on the board of directors of an unlisted material subsidiary, whether incorporated in India or not. SEBI found that the provision needs to be adhered to extra-territorially if a foreign subsidiary’s home jurisdiction does not prohibit the compliance thereof. This post seeks to analyze the regulator’s approach towards the extra-territorial application of corporate governance norms.

Continue reading “Extraterritorial Compliance with Corporate Governance Norms”

SEBI Engulfs Non-Monetary Transactions – Extending tThe Scope of Material Financial Relationships

Shubham Gupta, a 4th year law student at the Institute of Law, Nirma University, Ahmedabad

Introduction


In the recent informal guidance dated 6th Jan. 2020 in Gujarat State Petronet Ltd., the SEBI, in response to the interpretative letter, has clarified that even non-monetary transactions are within the scope of material financial relationships. Clause 14 of Schedule B of SEBI (PIT) (Amendment) Regulations, 2018 stipulates that all designated persons in a company are required to disclose the details of those persons with whom they share a “material financial relationship”. Bringing non-monetary transactions within the ambit of material financial relationship – may have far-reaching unintended consequences and senior executives may be stretched into the blanket of violation easily. This article seeks to analyze the informal guidance issued by SEBI, and emphasizing the needs of the industry.

Continue reading “SEBI Engulfs Non-Monetary Transactions – Extending tThe Scope of Material Financial Relationships”

SEBI releases a Discussion paper on Regulatory Sandbox

Shubham Gupta, a 4th year Student at Institute of Law, Nirma University, Ahmedabad.


SEBI realized FinTech potential in effectuating investor protection and promoting the security market, SEBI releases a discussion paper on “Regulatory Sandbox” to boost development and adoption of FinTech solutions in the securities market. Regulatory Sandbox is a live testing environment where products, processes, services or business models can be deployed on a limited set of eligible customers for a certain period having exemption or relaxation from SEBI regulations and guidelines. Earlier this month, SEBI had proposed ‘Innovation Sandbox’ which was lubricated at providing information to FinTech companies which could not have been readily available to them, to enable their innovation on historical data in a closed system having regard to anonymity to promote innovation in the securities market before actually testing in a live environment on real customers. However, market players were concerned about the scope of its applicability to SEBI rules, to what extent exemptions may be granted. Thus, a notion of confusion had flown among market players and thus demanded a lot of clarity on the same.

Continue reading “SEBI releases a Discussion paper on Regulatory Sandbox”