Streamlining the Process of Rights Issue SEBI/HO/CFD/SSEP/CIR/P/2022/66dated 19th May 2022issued by SEBI 1. SEBI vide Circular No. SEBI/HO/CFD/DIL2/CIR/P/2020/13 dated January 22, 2020, had stipulated procedures streamlining the Rights Issue process (‘the circular’). 2. In respect of the aforesaid circular, para 1.4.1 and at Annexure I para C (e) of the Circular, deal with the requirement regarding minimum time period between closure of trading in Right Entitlements on stock exchange platform and closure of the rights issue, which requires

Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 SEBI/HO/DDHS/P/CIR/2022/0063dated 13th May 2022issued by SEBI 1. SEBI vide Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 had, inter-alia, relaxed certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) related to dispatch of hard copy of Annual Report to debenture holders, pursuant to relaxations granted by the Ministry of Corporate Affairs (MCA). Thereafter, vide Circular no. SEBI/HO/DDHS/P/CIR/2022/613 dated January 15,

Guidelines for seeking NOC by Stock Brokers / Clearing Members for setting up Wholly Owned Subsidiaries, Step Down Subsidiaries, Joint Ventures in GIFT IFSC SEBI/HO/MIRSD/DoR/P/CIR/2022/61dated 13th May 2022issued by SEBI 1. SEBI receives applications from Stock Brokers / Clearing Members for granting NOCs for setting up Wholly Owned Subsidiaries, Step Down Subsidiaries, Joint Ventures, etc. in GIFT IFSC. With an endeavour to rationalise and streamline the process of application, the following guidelines are being issued. a) The format

Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 SEBI/HO/CFD/CMD2/CIR/P/2022/62dated 13th May 2022issued by SEBI 1. MCA vide Circular dated May 05, 2022 has extended the relaxations from dispatching of physical copies of financial statements for the year 2022 (i.e. till December 31, 2022). In view of the same, SEBI has also been receiving multiple representations from listed companies, seeking dispensation from requirements of sending hard

Consultation Paper on Pre-filing of Offer Document in case of Initial Public Offerings (IPO) Dated 11th May 2022issued by SEBI 1. Current Life Cycle of offer document in case of IPO: 1.1. An entity desirous of coming out with an IPO is required to undergo the following steps with SEBI: 1.1.1. Filing of the draft offer document (DRHP) with SEBI containing therein all relevant disclosures as mandated in the SEBI (ICDR) Regulations. Lead manager along with issuer can market the issue

Changes to the Framework to Enable Verification of Upfront Collection of Margins from Clients in Cash and Derivatives segments SEBI/HO/MRD2/DCAP/P/CIR/2022/60 dated 10th May 2022, issued by SEBI SEBI, vide circular SEBI/HO/MRD2/DCAP/CIR/P/2020/127 dated July 20, 2020, prescribed the framework to enable verification of upfront collection of margins from clients in cash and derivatives segments. 2. Further, SEBI, vide circular SEBI/HO/CDMRD/CDMRD_DRM/P/CIR/2021/689 dated December 16, 2021, inter alia, modified the aforesaid framework prescribed vide said circular dated July 20, 2020, providing for additional

Certain sections of the Chartered Accountants, the Cost and Works Accountants and the Company Secretaries (Amendment) Act, 2022 enforced with effect from 10th May, 2022 S.O. 2184(E)dated 10th May 2022issued by MCA In exercise of the powers conferred by sub-section (2) of section 1 of the Chartered Accountants, the Cost and Works Accountants and the Company Secretaries (Amendment) Act, 2022 (12 of 2022), the Central Government hereby appoints the 10th day of May, 2022, as the date on which the following provisions of the

  Securities and Exchange Board of India (Collective Investment Schemes) (Amendment) Regulations, 2022 No. SEBI/LAD-NRO/GN/2022/84 dated 10th May 2022issued by SEBI In exercise of the powers conferred by section 30 read with section 11 and section 19 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 (Collective Investment Schemes) Regulations, 1999, namely- 1. These regulations may be called the Securities and Exchange Board of

  Notice Inviting Comments on the Report of the Company Law Committee (2022) Dated 10th May 2022issued by MCA In continuation of notice dated 12th April, 2022 and 21st April, 2022, on the captioned subject, it has been decided to extend the date for submission of comments/suggestions through e- Consultation Platform and the email till 15th May, 2022. Stakeholders may submit the comments/suggestions accordingly. © All rights reserved with Jus Scriptum.

Withdrawal of Circular dated 26th August, 2019 regarding applicability of the Insolvency and Bankruptcy Board of India (Liquidation Process) (Amendment) Regulations, 2019 notified on 25th July, 2019 Circular No. IBBI/LIQ/2/2022dated 6th May 2022issued by IBBI The Board had issued a Circular dated 26th August 2019 clarifying that the provisions of the Insolvency and Bankruptcy Board of India (Liquidation Process) (Amendment) Regulations, 2019 (Amendment Regulations 2019) were applicable only to liquidation processes, which commenced on or after 25th July

Designation of Special Court under section 435 of the Companies Act, 2013 S.O. 2099(E)dated 5th May 2022issued by MCA In exercise of the powers conferred by section 435 of the Companies Act, 2013 (18 of 2013), the Central Government, with the concurrence of the Chief Justice of the High Court of Jharkhand, hereby designates the Court of Additional Judicial Commissioner, Ranchi in the State of Jharkhand as Special Court for the purposes of providing speedy trial of offences punishable

Companies (Prospectus and Allotment of Securities)(Amendment) Rules, 2022 G.S.R. 338(E)dated 5th May 2022issued by MCA In exercise of the powers conferred by section 42 read with sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Prospectus and Allotment of Securities) Rules, 2014, namely:- 1. (1) These rules may be called the Companies (Prospectus and Allotment of Securities) (Amendment) Rules, 2022. (2)

Clarification on passing of Ordinary and Special resolutions by the companies under the Companies Act, 2013 read with rules made thereunder on account of COVID-19 - Extension of timeline General Circular No. 3/2022dated 5th May 2022issued by MCA In continuation to this Ministry's General Circular No. 14/2020 dated 08.04.2020, General Circular No. 17/2020 dated 13.04.2020, General Circular No. 22/2020 dated 15.06.2020, General Circular No. 33/2020 dated 28.09.2020, General Circular No. 39/2020 dated 31.12.2020, General Circular No. 10/

Clarification of holding of Annual General Meeting (AGM) through Video Conference (VC) or Other Audio Visual Means (OAVM) General Circular No. 2/2022dated 5th May 2022issued by MCA With reference to Ministry's General Circular Nos. 20/2020 dated 05.05.2020, General Circular No. 02/2021 dated 13.01.2021, General Circular No. 19/2021 dated 08.12.2021 and 21/2021 dated 14.12.2021, it has been decided to allow the companies whose AGMs are due in the Year 2022, to conduct their AGMs on or before 31st December, 2022 in accordance with the requirements laid down in Para

Companies (Share Capital and Debentures) (Amendment) Rules, 2022 G.S.R. 335(E) dated 4th May 2022 issued by MCA In exercise of the powers conferred by sub-section (1) and (3) of section 56 read with sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Share Capital and Debenture) Rules, 2014, namely:- 1. Short title and commencement. _ (1) These rules may be called the Companies

Insolvency and Bankruptcy Board of India (Liquidation Process) (Amendment) Regulations, 2022 No. IBBI/2022-23/GN/REG082 dated 28th April 2022issued by IBBI In exercise of the powers conferred by clause (t) of sub-section (1) of section 196 read with section 240 of the Insolvency and Bankruptcy Code, 2016 (31 of 2016), the Insolvency and Bankruptcy Board of India hereby makes the following regulations further to amend the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016, namely: - 1. (1) These Regulations may be

Companies (Registration of Charges) (Amendment) Rules, 2022 G.S.R. 320(E)dated 27th April 2022issued by MCA In exercise of the powers conferred by section 77 read with sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Registration of Charges) Rules, 2014, namely:— 1. Short title and Commencement. - (1) These rules may be called the Companies (Registration of Charges) (Amendment) Rules, 2022. (2) They shall come into

Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Second Amendment) Regulations, 2022 F. No. SEBI/LAD-NRO/GN/2022/82 dated 27th April 2022issued 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 the Securities and Exchange

Corrigenda to the Chartered Accountants, the Cost and Works Accountants and the Company Secretaries (Amendment) Act, 2022 Dated 25th April 2022issued by Ministry of Law and Justice In the Chartered Accountants, the Cost and Works Accountants and the Company Secretaries (Amendment) Act, 2022 (12 of 2022), published in the Gazette of India, Extraordinary, Part II, Section 1, dated the 18th April, 2022, Issue No. 12,— (i) at page 2, line 14, for "sub-section", read "clause"; (ii) at

Securities and Exchange Board of India (Custodian)(Amendment) Regulations, 2022 F. No. SEBI/LAD-NRO/GN/2022/81dated 25th April 2022issued by SEBI In exercise of the powers conferred by section 30 read with clause (ba) 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 (Custodian) Regulations, 1996, namely - 1. These Regulations may be called the Securities and Exchange Board of India (Custodian) (Amendment)

Since in terms of clause (21) of section 5 an ‘operational debt’ includes a debt arising from a contract in relation to the supply of goods or services from the corporate debtor, the appellant would be an ‘operational creditor’ within the meaning of clause (20) of section 5 The phrase ‘in respect of’ in clause (21) of section 5 has to be interpreted in a broad and purposive manner to include a debt which arises out of advance payment made to

Once a person executes a guarantee in favour of a creditor and where an application for insolvency resolution has been admitted and the guarantee having been invoked, the bar qua eligibility would come into play Once a person executes a guarantee in favour of a creditor with respect to the credit facilities availed by a corporate debtor, and in a case where an application for insolvency resolution has been admitted, with the further fact of the guarantee having been invoked, the

It cannot be argued that the failure of the Tribunal to order the publication of an advertisement renders the entire proceedings initiated under clause (c) of section 271 unlawful The requirement to advertise a petition for winding up does not flow out of the statutory provision of section 271 of the Companies Act, 2013 but flowing out of the rules 5 and 7 of the Winding up Rules read with sub-rules (5) and (6) of rule 35 of the National Company

While the Adjudicating Authority and Appellate Authority can encourage settlements, they cannot direct them by acting as courts of equity The Adjudicating Authority is empowered only to verify whether a default has occurred or if a default has not occurred. Based upon its decision, the Adjudicating Authority must then either admit or reject an application respectively. These are the only two courses of action which are open to the Adjudicating Authority in accordance with sub-section (5) of section 7. The Adjudicating

The residuary jurisdiction of the NCLT under clause (c) of sub-section (5) of section 60 cannot be invoked if the termination of a contract is based on the grounds unrelated to the insolvency of the corporate debtor Where it is evident that the appellant had time and again informed the corporate debtor that its services were deficient, and it was falling foul of its contractual obligations and there is nothing to indicate that the termination of the facilities agreement was motivated

Where the subsequent events caused change in the management and control of the corporate debtor, the immunities, sought by the corporate debtor under sector 32A, cannot be denied Where the subsequent events indisputably caused change in the management and control of the corporate debtor, the immunities sought by the corporate debtor under section 32A, though conditional yet all these conditions have been fulfilled and satisfied, viz., (i) resolution plan in regard to the corporate debtor has been approved by the Adjudicated

A court is not forbidden, either expressly or by necessary implication, from intervening in a matter assessing the validity of the resolutions proposed at the requisitioned extraordinary general meeting under sub-section (4) of section 100 The court is not precluded from itself looking at the legality of the proposed resolutions in the extraordinary general meeting (‘EGM’). There is nothing in sub-section (4) of section 100 that a resolution proposed by either the Board or set of requisitionists cannot ever be called

The appellant has to file his appeal before the Appellate Tribunal within 30 days which can be extended up to a period of fifteen days, and no more, upon showing sufficient cause. The appellant having failed to apply for a certified copy, rendered the appeal filed before the Appellate Tribunal as clearly barred by limitation Sub-sections (1) and (2) of sections 61 consciously omit the requirement of limitation being computed from when the “order is made available to the aggrieved party”,

Managerial personnel cannot be held vicariously liable unless there are specific allegations and averments against them with respect of their individual role The magistrate has to record his satisfaction about a prima facie case against the accused who are managing director/company secretary/directors of the company and the role played by them in their respective capacities which is sine qua non for initiating criminal proceedings against them. Looking to the averments and the allegations in the complaint, there are no specific allegations

The challenge to the jurisdiction of the Tribunal has to be raised before the Tribunal itself. The Act, being a complete code, the statutory mechanism under it cannot be bypassed It is a settled law the challenge to the jurisdiction of the NCLT ought to have been raised before the NCLT itself. Once the proceedings have been initiated before the NCLT and if the NCLT is seized with the company petition, all contentions including power of the respondent to initiate such

Once the requirements of the Code have been fulfilled, the Adjudicating Authority and the Appellate Tribunal are duty bound by the discipline of the statutory provisions. Neither the Adjudicating Authority nor the Appellate Tribunal have an uncharted jurisdiction in equity. The jurisdiction arises within and as a product of a statutory frame work The jurisdiction, which has been conferred upon the Adjudicating Authority in regard to the approval of a resolution plan, is statutorily structured by sub-section (1) of section 31.

The definition of ‘financial debt’ in clause (8) of section 5 does not expressly exclude an interest free loan. The expression ‘financial debt’ would have to be construed to include interest free loans advanced to finance the business operations of a body corporate The NCLT and NCLAT overlooked the words ‘if any’ , occurring in definition of the ‘financial debt’ in clause (8) of section 5, which could not have been intended to be otiose. ‘Financial debt’ means outstanding principal due

span>Section 34 cannot be held to include within it a power to modify an arbitral award The power of the court under section 34 to set aside an arbitral award would not include the power to modify such an award. Judgment of the Madras High Court laying down as a matter of law that, at least insofar as arbitral awards made under the National Highways Act, 1956, section 34 must be read as to permit modification of an arbitral award made

Notification SO 4126(E) dated 15th November, 2019 appointing 1st December, 2019 as the date on which the provisions of the Code, as they relate to personal guarantors to corporate debtors, shall come into force, is not ultra vires and is valid as it has been issued with the power granted by Parliament The impugned notification is not an instance of legislative exercise, or amounting to impermissible and selective application of provisions of the Code. There is no compulsion in the Code

Process of consideration and approval of resolution plan is essentially a matter of commercial wisdom of committee of creditors, and there is a limited scope of judicial review of resolution plan within four corners of statutory provisions in sub-section (2) of section 30 read with sub-section (3) of section 61 It is now beyond a shadow of doubt that the process of consideration and approval of resolution plan is essentially that of the commercial wisdom of the committee of creditors

In this article the author has analysed the order of the National Company Law Tribunal in UOI v. Delhi Gymkhana Club Ltd. [2022] 167 CLA 431 and tried to find out whether it is in conformity with the powers of the Tribunal conferred under section 242 of the Companies Act, 2013

This article is intended to give an overview of the institution of proxy advisors firms which formulate recommendations on the decision of a corporate that requires a pre-requisite of shareholders’ approval.

In this article, the author has summarised and compared various provisions under the Companies Act, 2013 with regard to the four auditors, who are mandatory in India Inc. under the regulatory statute. He has further endeavoured to study and highlighted the irrationality, inconsistency and discrimination between the provisions relating to different auditors.

This article traces the evolution of sustainability of environmental, social and corporate governance reporting internationally and specifically in India. It also highlights the way forward and identifies likely impediments in the process.

This article highlights how the corporate insolvency resolution process under the Insolvency and Bankruptcy Code, 2016 (‘Code’) is unfair and unjust for operational creditors. It looks into the recent judgment of the Supreme Court in Committee of Creditors of Essar Steel India Ltd. v. Satish Kumar Gupta [2019] 153 CLA 275 and how it has contributed to the given situation of the operational creditors. The article shows how provisions in the Code and the Supreme Court ruling have placed the

SEBI vide its Circular dated 22nd October, 2019 {[2019]153 CLA (St.) 13} has prescribed a framework for listing of commercial papers at stock exchanges for increasing the investor participation. This article aims to abreast the companies and the investors of the process of issuing commercial papers, as also the process for listing of commercial papers at stock exchanges.

In order to fund environmentally sustainable of projects, various instruments such as Green Bonds or commonly called Green Debt Securities, Green Banks and other similar kind of financial instruments have been issued. This article discusses all about Green Debt Securities.

In this article, the author questions justification of SEBI Circular dated 3rd November, 2021 {[2021] 165 CLA (St.) 59} making it mandatory for the holders of physical securities to furnish PAN, KYC details and nomination as a measure of protection of the investors in securities market. Further, he believes that para 5 of the Circular which allows freezing of folios without PAN, KYC details and nomination, would have serious consequences for the security holders. He suggests that it should be

In this article, the author has studied the definition/scope of a small company along with its advantages/relaxations and hardships. The author has made certain suggestions to make the concept of small company wider and more meaningful.

In this article, the author has dealt with relevance or otherwise of the provisions relating to payment of managerial remuneration to the directors in view of openness of economy, competitiveness in trade and industry, professionalism in management and high standards of payment of remuneration world over.

This article is intended to give a bird’s eye view of digital transformation in the field of corporate law and e-corporate governance.

Presently, the Insolvency and Bankruptcy Code, 2016 does not provide for group insolvency. In this article, the authors dwell on group insolvency in India, its rationale and challenges it faces in absence of any legal framework.

In this article, the author makes out a case against dual role of chairperson and managing director in matters of convening and holding meeting of the Board of directors in order to avoid conflict of interest.

This article analyses the proposed amendments to the Companies Act, 2013 relating to related party and procedural or approval process in related party transactions.

In this article, the author has studied and analysed sweeping, far reaching, wide ranging and penetrating changes, as notified by the SEBI on 9th November, 2021, with respects to listing obligations and disclosure requirements for ‘related party’ and ‘related party transactions’, vide the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Sixth Amendment) Regulations, 2021.

This article talks about how the concept of oppression and mismanagement has evolved and strengthened over the years from a mere definition in the Needle’s case1 to a strong position in the Vikram Bakshi case2 where the rights of the minority shareholders were further strengthened. It also seeks to look at the evolution of the rights of minority shareholders in terms of statutory legislation and judicial developments.

This article is intended to delve into the present scenario of challenges that are being faced by the registered valuers in getting the valuation assignments and lists out suggestive measures to overcome these challenges.

In a recent judgment, the Supreme Court in the case of “Project Director, NHAI v. M. Hakeem [2021] 164 CLA 173 (‘Hakeem’) ; settled one of the most perplexed questions as to whether the power to set aside an arbitral award under section 34, Arbitration and Conciliation Act, 1996 includes the power to modify such award and ruled that power to set aside an arbitral award does not include the power to modify it. In this article, the author make

This article is intended to provide insight into the social stock exchanges proposed to be set up pursuant to the Union Budget for the financial year 2019-20.

This article is intended to provide a review of amendments made in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 relating to independent directors.

Gratuity – Payable to a managing director/whole-time director who has been appointed from time-to-time for successive periods – Is it to be computed on the basis of the last drawn salary before cessation of appointment or salary drawn immediately before such appointment – It would be advisable to pay gratuity computed on the basis of the salary paid to managing director/whole-time director at the conclusion of each term of appointment.

Insolvency resolution process – Loan agreement on the basis of which application was made – Is it mandatory for loan agreement to be stamped fully - Adjudicating Authority cannot order initiation of corporate insolvency resolution process, if the application therefor is accompanied only by a copy of the loan agreement entered into by the financial creditor with the corporate debtor.

Insolvency resolution process – Application by financial creditor – Can it be signed on his behalf by its general power of attorney – The authorisation under the power of attorney includes the authority to take decision and to commence legal proceedings before any court or tribunal and to do all acts and deeds incidental, usual and consequential thereto. Therefore, an application under section 7 of the Insolvency and Bankruptcy Code, 2016 can be signed on behalf of the financial creditor

Appointment of arbitrator – Does Limitation Act, 1963 apply to a request of one party to another in an arbitration contract for appointment of an arbitrator under section 11 – Even though the provisions of the Limitation Act apply to proceedings in arbitration, yet it does not apply to an application for request for initiation of arbitration.

Extraordinary general meeting – Justification of maters set out in the notice for convening thereof received under section 100 – The Court can consider the vires or otherwise of the matters listed in the requisition before passing orders on the question of rejection by the Board of directors to call the extraordinary general meeting, as to whether it is correct or not.

Insolvency resolution process – Application by financial creditor – Power of the NCLT to order settlement of dispute between financial creditor and corporate debtor – While the NCLT can encourage settlement, it cannot order settlement.

Insolvency resolution process – Application by financial creditor – When limitation period would run for purpose of filing - Even though the period of limitation would be three years from the date of default, this period would get extended to further period/s of three years from the date of last acknowledgement, till the last acknowledgement is given in point of time.

Insolvency resolution process – Application by financial creditor – Can it be filed through a donee of power of attorney – If an officer or other employee of the financial creditor which is a body corporate has been given power to initiate, prosecute and conduct of legal proceedings before any court or tribunal, he can on behalf of the financial creditor sign the application preferred before NCLT under section 7 of the Code. Such an application can also be signed

General meetings – Which court is competent to issue injunction order in relation thereto – Only the High Court or other courts referred to clause (27) of section 2 are competent to issue any order which can be executed in relation to the company and no other courts have jurisdiction to issue injunction order.

Related party transactions – Non-approval of resolution in general meeting of a listed company – Does it vitiate the earlier adoption of annual financial statements ? – This being a procedural resolution and any non-approval thereof will not vitiate the related party transactions and make them void.

Promoter – Resolution on his appointment as non-executive director – Can he vote on resolution therefor – Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 would not come in the way of the appointee voting on the resolution on his appointment as a non-executive director.

Rectification of register of members – Can share transfer agent apply therefor under section 59 – If the requisite powers have been delegated to share transfer agent by the Board of directors, he would be competent to apply for rectification of register of members for in such a event he would be acting as an agent of the company.

Acquisition of shares – In compliance with the order of the NCLT – Will compliance require company to comply with section 66 relating to reduction of capital – Compliance need not be established.

Insolvency resolution process – Application by financial creditor - Can financial creditor, who has given interest free loan to corporate debtor, file application under section 7 on default of payment of loan ? – Yes, financial creditor can initiate process of insolvency resolution.

Insolvency resolution plan – Person not eligible to submit – Can he submit a scheme of arrangement in respect of a corporate debtor ordered to be wound up – Even though there is no express provision to selling the undertaking to a person who is not competent to be a resolution applicant, keeping in mind the objective of the Code and the provisions of section 29A the undertaking of the corporate debtor cannot be sold to a person who is

Complaint – Timelines for admission set out in sub-section (2) of section 38 – Are they mandatory – The timelines for the opposite party to give his version is mandatory and not directory

Directors – Nominated by promoters – Can they be said to have significant influence over decision of the Board – No decision of the Board could be taken without the expressed or implied consent of at least one of the nominees. Therefore, such nominee will be deemed to have significant influence in decision making.

Subsidiary company – Status vis-a-vis its holding company – In view of the independent existence of the subsidiary, the holding company could because of membership, enjoy the benefits of the subsidiary through dividends declared by it. At the same time the holding company is not responsible or answerable to the actions and losses of the subsidiary.

Employees/director – Property given in course of employment – Can it be given back on cessation of employment even before conclusion of trial – Restoration of possession need not be ordered only on conclusion of trial – An order can be passed during the pendency of proceedings.

Director index number – Once allotted – Can it deactivated for during lifetime of the allottee – Deactivation of DIN is permitted for non-filing of the form contemplated in rule 12A and not for any other purpose including the vacation of office of a director as stipulated in clause (a) of sub-section (1) of section 167.