Re-appointment of Justice (Retired) Ashok Bhushan, Former Judge of the Supreme Court of India, as Chairperson, National Company Law Appellate Tribunal S.O. 5062(E), dated 7th November 2025, issued by MCA In exercise of the powers conferred by section 410 of the Companies Act, 2013 (18 of 2013) read with sub-section (2) of section 3 of the Tribunals Reforms Act, 2021 (33 of 2021), the Central Government hereby re-appoints Justice (Retired) Ashok Bhushan, Former Judge of the Supreme Court of India, as Chairperson,

Clarifications and Specific Modalities with respect to maintaining Pro-rata Rights of Investors of AIFs Dated 7th November 2025, issued by SEBI 1. Background: 1.1. SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”) were 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. Subsequently, SEBI Circular dated December 13, 2024 on ‘Pro-rata and pari- passu rights of investors of AIFs’ prescribed, inter-alia, specific exemptions with

Template for Declaration of Beneficial Ownership and Section 32A Affidavit to be submitted by Prospective Resolution Applicant Dated 6th November 2025, issued by IBBI Background 1. The Insolvency and Bankruptcy Code, 2016 (IBC/Code) provides the legal framework for resolution of distressed assets in a time-bound manner. Experience from implementation and feedback from stakeholders have underscored the importance of continuous review of the regulatory framework to address emerging issues and to ensure clarity and consistency in disclosures, governance, and procedural requirements under the resolution

Companies (Meetings of Board and its Powers) (Amendment) Rules, 2025 G.S.R. 811(E), dated 3rd November 2025, issued by MCA In exercise of the powers conferred by sections 173, 177, 178 and 186 read with section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Meetings of Board and its Powers) Rules, 2014, namely: — 1. (1) These rules may be called the Companies (Meetings of Board and its

Undertaking by IPs before Special Courts under PMLA Circular No. IBBI/CIRP/87/2025, dated 4th November 2025, issued by IBBI It has been observed that in certain cases under the Insolvency and Bankruptcy Code, 2016 (IBC), the assets of the corporate debtor are under attachment by the Enforcement Directorate (ED) under the provisions of the Prevention of Money Laundering Act, 2002 (PMLA). The restitution of such attached assets can significantly enhance the value of the Corporate Debtor thereby leading to higher realization. 2. Accordingly, it

Securities and Exchange Board of India (Mutual Funds) (Second Amendment) Regulations, 2025 F. No. SEBI/LAD-NRO/GN/2025/272, dated 31st October 2025, 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 and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Third Amendment) Regulations, 2025 F. No. SEBI/LAD-NRO/GN/2025/271, dated 31st October 2025, issued by SEBI In exercise of the powers conferred under 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 of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, namely: - 1. These regulations may be called

Ease of Doing Business - Interim Arrangement for Certified Past Performance of Investment Advisers and Research Analysts prior to Operationalisation of Past Risk and Return Verification Agency (“PaRRVA”) HO/38/12/11(1)2025-MIRSD-POD/ I/73/2025, dated 30th October 2025, issued by SEBI 1. SEBI, vide circular dated April 4, 2025, specified the framework for creation and operationalization of PaRRVA in order to address the demand

Ease of Doing Business Measures - Enabling Investment Advisers (“IAs”) to provide Second Opinion to Clients on Assets under Pre-existing Distribution Arrangement HO/38/12/11(1)2025-MIRSD-POD/ I/71/2025, dated 30th October 2025, issued by SEBI 1. Clause 1.(iii)((f) of the Master Circular for Investment Advisers specifies that any portion of Assets Under Advice (“AUA”) held by the client under any pre- existing distribution arrangement with any

Further Extension of Timeline for Mandatory Implementation of Systems and Processes by Qualified Stock Brokers (QSBs) with respect to T+0 Settlement Cycle HO/47/11/12(1)2025-MRD-POD3/I/72/2025, dated 30th October 2025, issued by SEBI 1. SEBI vide Circular No. SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/172 dated December 10, 2024, enhanced the scope of optional T+0 rolling settlement cycle in addition to the existing T+1 settlement cycle in Equity Cash Markets. 2. As per paragraphs 3.3.1 and 6.2 of the aforesaid circular: “3.3.1. Stock brokers who are designated as QSBs and meet the

Permitting Debt Issuers to Offer Incentives in Public Issues to Certain Category of Investors Dated 27th October 2025, issued by SEBI 1. Objective: 1.1. The objective of this consultation paper is to seek comments/ views/ suggestions from the public on the proposal to amend SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 (‘NCS Regulations’), for permitting debt issuers to offer incentives in public issues to certain category of investors in order to encourage them

Relaxation in the threshold for Identification of High Value Debt Listed Entities (HVDLEs) and Measures facilitating Ease of Doing Measures for HVDLE including Provisions relating to Related Party Transactions Dated 27th October 2025, issued by SEBI 1. OBJECTIVE: 1.1. The objective of this consultation paper is to seek comments/ views/ suggestions from the public on the proposals related to Corporate governance norms applicable to High Value Debt Listed entities (HVDLEs) under the SEBI (Listing Obligations and Disclosure

Securities and Exchange Board of India (Debenture Trustees) (Amendment) Regulations, 2025 F. No. SEBI/LAD-NRO/GN/2025/269, dated 22nd October 2025, issued by SEBI In exercise of the powers conferred under 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 of India (Debenture Trustees) Regulations, 1993, namely: - 1. These regulations may be called the Securities and Exchange Board of India (Debenture Trustees)

Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2025 F. No. SEBI/LAD-NRO/GN/2025/270, dated 22nd October 2025, 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 Board of India (Issue and Listing of Non-Convertible Securities) (Amendment) Regulations, 2025 No. SEBI/LAD-NRO/GN/2025/268, dated 22nd October 2025, 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,

Establishment of Registrar of Companies under the Limited Liability Partnership Act, 2008 S.O. 4849(E), dated 23rd October 2025, issued by MCA In exercise of the powers conferred by sub-sections (1) and (2) of section 68A of the Limited Liability Partnership Act, 2008 (6 of 2009), the Central Government hereby establishes the following Registrars of Companies in the Ministry of Corporate Affairs specified in column (2) of the Table below having territorial jurisdiction as specified in the corresponding column (3) of the Table

Establishment of Regional Directors under the Limited Liability Partnership Act, 2008 S.O. 4851(E), dated 23rd October 2025, issued by MCA In exercise of the powers conferred by sub-section (1) of section 68A of the Limited Liability Partnership Act, 2008 (6 of 2009), the Central Government hereby establishes the following Regional Directors in the Ministry of Corporate Affairs specified in column (2) of the Table below to discharge the functions conferred upon them by the said Act or delegated to them by the

Relaxation of Additional Fees in Filing of CRA-4 (Cost Audit Report in XBRL format) General Circular No. 07/ 2025, dated 27th October 2025, issued by MCA Keeping in view the requests received from various stakeholders seeking extension of time for filing Cost Audit Report for the financial year ended on 31.03.2025 on account of deployment of new form on the MCA V3 portal, it has been decided that any filing of CRA-4 (Cost Audit Report in XBRL format) for the said Financial

Establishment of Registrar of Companies under the Companies Act, 2013 S.O. 4850(E), dated 23rd October 2025, issued by MCA In exercise of the powers conferred by sub-sections (1) and (2) of section 396 of the Companies Act, 2013 (18 of 2013), the Central Government hereby establishes following Registrars of Companies in the Ministry of Corporate Affairs mentioned in column (2) of the Table below having territorial jurisdiction as specified in the corresponding column (3) of the Table below for the purpose of

Establishment of Regional Directors under the Companies Act, 2013 S.O. 4852(E), dated 23rd October 2025, issued by MCA In exercise of the powers conferred by sub-section (1) of section 396 of the Companies Act, 2013 (18 of 2013) and in supersession of the notification of the Ministry of Corporate Affairs, published in the Gazette of India, Extraordinary, Part II, Section 3, Sub-section (i) vide number G.S.R. 832 (E), dated the 3rd November, 2015, except as respects things done or

A consent decree obtained during the moratorium without disclosing CIRP status of the corporate debtor against personal guarantor is ab initio void and unenforceable in insolvency proceedings Where the appellants failed to disclose the CIRP status of the corporate debtor being under moratorium due to CIRP while obtaining the decree and the decree purportedly imposed obligations on mortgaged properties, without the consent of the secured creditors, in violation of contractual terms. The consent decree is prima facie vitiated by fraud and

For an account to be maintained by an account holder, it is essential that he is in a position to operate the account by either depositing monies therein or by withdrawing money therefrom and to give effective instructions to his banker with whom the account is maintained. Once the account has been attached by an order of the Court it cannot be said that ingredients of section 138 are not fulfilled Negotiable Instruments Act, 1881 – Section 138 – Dishonour of

Any defence in relation to the petitioner being an inactive director cannot be probed at the stage of framing charges in absence of any direct and unimpeachable material to show the same. In the absence of such evidence, the question as to whether the accused person was responsible for the affairs of the accused-company at relevant time becomes a factual dispute to be seen during trial Code of Criminal Procedure, 1973 – Section 482 read with sections 24 and

A power of attorney holder or authorised person can file complaint and pursue it on behalf of the principal and in the name of actual owner or person they represent and not in their personal name. But it is not permissible in law to file complaint in his personal capacity Negotiable Instruments Act, 1881 – Section 138 – Dishonour of cheque – Complaint – Complainant filing a complaint against petitioner in his individual name without any authorisation or power

The partnership firm being a compendious name for the partners of the firm, any offence committed under section 138 read with section 141 would make the partners of the firm jointly and severally liable with the firm. There is no separate liability on each of the partners unless sub-section (2) of section 141 applies, when negligence or lack of bona fides on the part of any individual partner of the firm has been proved. The complaint cannot be rejected or

It is obligatory for the appellant-bank to make contribution out of the amount realised under section 52 proportionate towards workmen’s dues. However, the appellant-bank is not obliged to contribute towards liquidation cost in terms of sub-section (8) of section 52 Security realisation by the appellant is in accordance with the provisions of sub-section (4) of section 52. The secured creditors having opted to realise its security outside the liquidation process and decided not to put the secured assets in the liquidation

The entries in the balance sheet constitute a valid acknowledgement of subsisting and the existence of a jural relationship. A certain document whether constitutes a valid acknowledgement would depend on the facts and circumstances of each case. Surrounding circumstances could be considered though the process of reasoning should not be involved or far-fetched An acknowledgement of debt merely renews the debt and does not create a new right of action. It is further essential that the acknowledgement must relate to a

Vicarious liability would be attracted only when the ingredients of sub-section (1) of section 141 are satisfied. Merely because the respondent was a director prior to liquidation, he would not become in-charge of the conduct of the business of the accused-company or the person responsible to the company for the conduct of the business of the company Negotiable Instruments Act, 1881 – Sections 138 & 141 – Dishonour of cheque – Vicarious liability of directors – Accused-company gone into liquidation and

The sale of property which is an asset and not an undertaking of the appellant-company would not require a special resolution as mandated under clause (a) of sub-section (1) of section 180 Companies Act, 2013 – Section 180 – Board of directors – Power to sell property – Property being an individual asset of company and not deriving any revenue – Does Board of directors require to pass special resolution. The expression ‘undertaking’ in section 180 cannot be taken as synonym

Where facts collectively demonstrate that requirements under section 141 have been satisfied, the respondent-partner of the accused-partnership firm cannot escape from liability concerning dishonour of cheque Where in the complaint filed under section 200 of Criminal Procedure Code by the appellant, a categorical statement is made that the respondent along with other two partners of the accused-partnership firm is involved in day-to-day affairs of the said firm, and facts collectively demonstrate that the requirements under the Act have been satisfied, the

The target-discount scheme of the respondent does not amount to discriminatory or exclusionary pricing in contravention of clauses (a) and (b) of sub-section (2) of section 4 Clause (a) of sub-section (2) of section 4 implies that an abuse arises only where a dominant enterprise directly or indirectly imposes unfair or discriminatory price in purchase or sale. As the words “unfair or discriminatory” import a comparative enquiry, it must first be established that transactions which are materially equivalent have been

For a pre-existing dispute to be a ground to nullify an application under section 9, the dispute raised must be truly existing at the time of filing a reply to notice of demand as contemplated by sub-section (2) of section 8 Where demand notice issued by the operational creditor to the corporate debtor and second demand notice was clearly a novated demand notice with particulars of debt and default and date of default being at variance from the first demand

While the issuance of show cause notice (‘SCN’) is mandatory upon formation of a prima facie opinion, it is not necessary after receiving response to the SCN to escalate the verification to the DG for investigation Sub-section (1) of section 29 makes it mandatory to issue an SCN on the appreciable adverse effect on competition (‘AAEC’) noted from the proposed combination to the parties and received their response. At the same time with the receipt of the response or modification

Where Adjudicating Authority has not directed any investigation under section 213 but has forwarded the copy of the order to the Ministry of Corporate Affairs (‘MCA’) for taking such steps as may be necessary, direction issued by the Adjudicating Authority cannot be read to mean any direction to MCA or any other statutory authorities to carry out the investigation The Adjudicating Authority, while exercising jurisdiction under section 9 of the Insolvency and Bankruptcy Code, 2016, also exercise jurisdiction of the NCLT

Operational creditors cannot file joint application if amount jointly exceeds Rs. one crore While Legislature permitted financial creditors to jointly file application for insolvency resolution process, it has not permitted operational creditors to do this in a scheme under sections 8 and 9. It is not correct to contend that application can be jointly filed by the operational creditors if amount jointly due on the corporate debtor exceeds Rs. one crore. Each workman/employee is a different operational creditor and is required

Sub-section (4) of section 36, which relates to liquidation process, cannot be deemed to be incorporated or available for the purpose of deciding a plea under the insolvency resolution process. Therefore, plea of exclusion of the provident fund from the scope of Chapter II of the Code will have to be considered independently of clause (iii) of sub-section (4) of section 36 It would be correct to say that the provisions of sub-section (4) of section 36, which fall under

Where the application under section 12A was filed before the constitution of the committee of creditors in accordance with the procedure laid down in IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the Adjudicating Authority rightly held that the creditor has locus standi to file the application post the settlement and the application under section 12A filed by the insolvency resolution professional has a direct bearing on the interest of the creditor in relation to the corporate debtor Insolvency and

The criminal proceedings under section 138 of the Negotiable Instruments Act stand terminated in relation to the corporate debtor Insolvency and Bankruptcy Code, 2016 – Section 14 read with section 138 of Negotiable Instruments Act, 1881– Moratorium – Initiation of criminal proceedings for dishonour of cheque against corporate debtor – Criminal proceedings against corporate debtor – Is to be deferred till moratorium is lifted. When the corporate insolvency resolution process of the company is underway, the corporate debtor would be covered

Sub-section (1) of section 26 requires the Commission to form an opinion whether or not there exists a prima facie case for issuance of direction to the Director General to conduct an investigation. This section does not mention about issuance of any notice to any party before or at the time of formation of an opinion by the Commission on the basis of a reference or information received by it. Language of sub-section (4) of sections 3 and section 19

Where a conjoint reading of letter of authority, verifying affidavit and affidavit of evidence makes it clear that it has been categorically averred that the sole proprietor had duly authorised his manager to act on his behalf in view of the fact that he was in-charge of the firm and as such had personal knowledge of the facts of the matter, a peremptory quashing of the complaint case by the High Court on erroneous reasoning in exercise of its

FAQs on Combinations* [2025] 187 CLA (Mag.) 104 A. COMBINATION AND JURISDICTIONAL THRESHOLDS 1. Are all M&As required to be notified to the Commission ? Not every Merger and Acquisition (‘M&A’) activity requires notification to the Commission. As per section 6(2) of the Competition Act, 2002 (‘the Act’) only combinations require notification and approval of the Commission prior to their consummation, i.e., coming into effect even partially. 2. What is meant by a combination. M&As that meet either asset, turnover, or value of transaction thresholds

This proposal seeks for amendments in existing eligibility criteria to make PPIRP more inclusive, eventually enhancing its impact on MSME recovery and economic resilience.

In this article, the author deliberates and explains provisions of section 188 of the Companies Act, 2013 dealing with related party transactions and its applicability to a private company which is not a subsidiary of a public company.

In this article, the author discusses NCLT’s power to order buyback of shares by the company in a petition under section 241 of the Companies Act, 2013 against oppression and mismanagement.

FAQs on Issue of Capital and Disclosure Requirements, Regulations 2018 *1 [2025] 187 CLA (Mag.) 12 SECTION I Issues by Indian Companies in IndiaFAQs in this section are presented under following 13 broad headings : Different kinds of issues Types of offer documents Issue requirements Pricing of the issue Understanding book building Categories of Investors Investment in Public/Rights issues Intermediaries involved in the issue process Guide to understand an offer document SEBI’s role in an issue Other terms Additional information Convertible securities 1.

In this article, the author delves into Circular 20/2020 dated 5th May, 2020 issued in the wake of COVID-19 allowing companies to hold their AGMs in electronic mode and its successor Circular No.9 dated 19th September, 2024 allowing companies whose AGMs are due in the year 2024 or 2025 through electronic mode on or before 30th September, 2025. He has questioned the practice of issuing circular mechanically year after year when menace of pandemic has long vanished obviating the need

In this article, the author makes an attempt to apply the principles laid down by the Supreme Court in the context of the Maharashtra Stamp Act, 1958 so as to make people aware of its implication on the agreement to sell and its admissibility in evidence in court.

This article is intended to find out an answer to the question as to whether ESOPs or SARs are considered remuneration and should they be disclosed accordingly.

FAQs on LODR Regulations*1 [2025] 186 CLA (Mag.) 26 SECTION I FAQs on SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 (‘LODR‘) dated 12th December, 2024 and SEBI Circular dated 31st December, 2024 on implementation of recommendations of the Expert Committee for facilitating ease of doing business for listed entities Is it mandatory to disclose balance sheet and cash flow statements as part of financial results submitted under the format for Integrated Filing (Financial) ? Yes, in terms of regulation

In this article, the author delves into the question as to whether the requirement of independent director holding office for two consecutive terms could be circumvented by a director resigning before the expiry of his second term and getting appointed again. He is of the view that it would be substantial compliance with the provisions of the Companies Act, 2013 if the appointment of independent director is made by Board of directors and the appointment is approved by the company

The concept of corporate control is quite often discussed and debated in corporate law jurisprudence. Various authors have explored the interface between different aspects of a company and its control in the last few decades. This article makes a humble attempt to locate the dominance of control at times when companies are undergoing the process of merger.

In this article, the author examines threadbare the question as to whether an individual be appointed as managing director of two companies and be paid remuneration by both analysing the proviso of sub-section (3) of section 203 of the Companies Act, 2013.

In this article, the author delves into the legal provisions relating to the payment of dividend by listed companies.

In this article, the author delves into a question as to whether a director of a private/public company can assign his office analysing sub-section (2) of section 255 of the Companies Act, 1956 and sub-section (6) of section 152 of the Companies Act, 2013 as well as sub-section (6) of section 166.

This article highlights on unintended absurd effect of exemptions under clause (b) of sub-section (5) of section 184 of the Companies Act, 2013.

In this article, the author delves into the question as to whether a resolution notified can be dropped or withdrawn and whether a resolution passed can be rescinded. He states that there is no bar to rescinding or altering a resolution passed in one meeting in another meeting.

The author, while explaining rationale behind ensuring compliance with the legal requirements, delves into the provisions of section 441 of the Companies Act, 2013 dealing with compounding of offences and its consequences and further explains settlement mechanism for compounding of offences under the Securities and Exchange Board of India Act, 1992 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. He concludes that in order to make the settlement mechanism dynamic and instant it should be made time bound and

This article critically analyses the impact of the Code, identifies key challenges, and suggests reforms to improve its efficiency, with a focus on how it can contribute to the success of Atma Nirbhar Bharat.

This article delves into an interesting question with regard to 'managing director', one of the key managerial personnel under the Companies Act, 2013 whether he can be in employment of the company. The author says that in his capacity as a managing director, he may be regarded as having not only the capacity as persona of a director but also the persona of an employee, or an agent depending upon the nature of his work and the terms of his

Comprehensive FAQs on SEBI (PIT) Regulations, 2015*1 [2025] 184 CLA (Mag.) 9 A. TRADING RELATED 1. Whether creation of pledge, invocation of pledge and revocation of pledge can be deemed as trading ? Answer Trading as defined under regulation 2(1)(l) means and includes subscribing, buying, selling, dealing, or agreeing to subscribe, buy, sell, deal in any securities, and “trade” shall be construed accordingly. The term trading is widely defined to include dealing in securities and intended to curb the activities based on unpublished price sensitive

Compliance officer – Status of – Compliance officer should be clothed with the requisite powers through appropriate Board resolutions. Otherwise, he is only a paper tiger.

Director Identification Number – Surrender by a person who is no longer a director – Directors Rules does not provide for surrender of DIN. Therefore, form has to be filed and if filed late the person concerned has to shell out Rs.5,000 every year, until his death, when automatically the DIN would stand cancelled.

Returns filed under Central Goods and Services Tax Act, 2017 – Can it be revised for removing discrepancies – The right to correct mistakes in the nature of clerical or arithmetic cannot be denied unless the mistake has been committed intentionally and with a view to evade the payment of the correct tax. Such unintended mistakes or errors should permitted to be corrected and should not be denied.

Interim moratorium – Would it apply to recovery of penalties – Interim moratorium contemplated under section 96 of the Code would not apply to levying of penalties or recovery thereof.

Non-executive directors and independent directors – Are they vicariously liable – Independent and non-executive directors of companies are never in-charge of the management of affairs of companies individually, their responsibility being collective and that too only in the meetings of the Board, the question that they are liable to penal consequences would never arise.

Returns filed under Central Goods and Services Tax Act, 2017 – Can it be revised for removing discrepancies – The right to correct mistakes in the nature of clerical or arithmetic cannot be denied unless the mistake has been committed intentionally and with a view to evade the payment of the correct tax. Such unintended mistakes or errors should permitted to be corrected and should not be denied.

AGM – Agenda item – Can it be withdrawn at the meeting – Question of the item being withdrawn at the meeting cannot and would not arise particularly if the voting electronically results in disapproval of the item slated for withdrawal from consideration at the physical meeting.

CIRP – Unsuccessful applicant thereof – Can it be an aggrieved person for filing appeal under the Code – Once a corporate insolvency resolution process is approved by the Adjudicating Authority, it ceases to be a right in personam and an unsuccessful applicant of a corporate resolution process could appeal against the order of the Adjudicating Authority approving a corporate resolution process.

Equity shares on conversion of loan into share capital – Does its issue require mandatory approval of the shareholders – As the conversion of loan into share capital is done pursuant to an agreement initiated by the company, the conversion would be deemed to be issue of share capital by the company and as such provisions of section 62 of the Act would be attracted and approval of the shareholders in general meeting has mandatorily to be taken for such

Settlement of debt - Can NCLAT directly approve settlement of debt before constitution of committee of creditors and after the Adjudicating Authority admitted application - The right to deal with debt including settlement thereof, vests with the committee of creditors and not with each member of the committee and the decision of the committee is approved by the Adjudicating Authority and none else including Appellate Tribunal.

Insolvency resolution – Collective entry in balance sheet on amount due to debtors – Would it amount to acknowledgement of debt for determining the maximum time by which recourse should be taken – It would be enough if the amount of the debt forms part of the amount shown in the balance sheet of a company prepared, audited by the statutory auditors of the company and adopted by the members of the company as required by the provisions of the

Insolvency resolution process – Returning of wrongful claim for re-submission by resolution professional – Can operational creditor agitate for settling his claim after the corporate resolution proposal is approved – In returning a wrongful claim for re-submission under the appropriate head, the resolution professional is not judging the claim but only advising for correct collation of the claim.

Appeal against order of NCLT - Is NCLAT competent to condone delays beyond 45 days in filing appeals - Even if there are adequate, plausible and genuine reasons, the NCLAT cannot condone the delay in filing the appeal beyond the expiry of 15 days from the expiry of thirty days from the date of the order.

Directions by Reserve Bank to Banks - Are they mandatory - Directions are mandatory ; however, it is open to Reserve Bank to give exemptions from all or any of the directions issued by it.

Circulars/Press notes issued by Government - Do they have statutory support - They have no statutory support and as such are not binding on anyone including on the public. But they would have only persuasive value. However, circulars issued by the CBDT on the provisions of Income-tax Act, 1961 are exception to general rule.

Insolvency resolution - Approval by Adjudicating Authority - Does it release guarantor from his obligations. When under an arrangement between the corporate debtor and his creditor, the creditor agrees to accept a part of the amount due in full and final settlement of the entire debt, to which the guarantor is not a party, he would be absolved of his obligations under the guarantee, and he will get protection under section 134 of the Contract Act.

NCLAT – Single Member Bench – Can Bench exercise its powers through one Member Bench–The powers of NCLAT vest in Benches comprising one Judicial Member and one Technical Member. As a corollary no Single Member of NCLAT can exercise his powers through one Member Bench.

Royalty - Is it a tax/contractual payment - Royalty is a contractual payment arising out of obtaining the right to extract minerals, as a result of which, the resources of the land gets depleted. But tax is paid as revenue for the Government.

Liquidator - Prior approval of the Adjudicating Authority before instituting proceedings - Any suit or other proceeding launched without such approval would not permanently abate but would get revived on receipt of such an approval.

TDS - Recovery from salary of employee on failure of employer to remit - In no case consequences of failure to deduct TDS or short deduction and payment will fall on the employee.