Monetary Penalties to be imposed by an Insolvency Professional Agency Circular No. IBBI/IPA/43/2021dated 28th July 2021issued by IBBI The Disciplinary Committee of an Insolvency Professional Agency (IPA) may impose monetary penalty on its professional members under Clause 24(2)(d) of the Schedule to the IBBI (Model Bye-Laws and Governing Board of Insolvency Professional Agencies) Regulations, 2016. 2. The Bankruptcy Law Reforms Committee, which conceptualised the Code, had envisaged: "IP agencies will have the flexibility to impose a graduated system of penalties, where minor non-compliances

RTA inter-operable Platform for enhancing investors’ experience in Mutual Fund transactions / service requests SEBI/HO/IMD/IMD-II DOF3/P/CIR/2021/604 dated 26th July 2021issued by SEBI In order to make it more convenient to the existing and future investors to transact and avail services while invested in Mutual Funds and pursuant to discussions with various stakeholders including AMFI, Depositories and the RTAs, the following has been decided: 1. RTAs shall implement standardized practices, system interoperability amongst themselves to jointly develop a common industry wide platform that will

  Guidelines for Technical Standards for the Performance of Core Services and Other Services (Amendment), 2021 under the Insolvency and Bankruptcy Board of India (Information Utilities) Regulations, 2017 Dated 26th July 2021issued by IBBI In exercise of the powers conferred by section 196 of the Insolvency and Bankruptcy Code, 2016 (31 of 2016), the Insolvency and Bankruptcy Board of India hereby makes the following amendments to the Guidelines for Technical Standards for the Performance of core services and other services under the Insolvency

Insolvency and Bankruptcy Board of India (Insolvency Professionals) (Second Amendment) Regulations, 2021 No. IBBI/2021-22/GN/REG077 dated 22nd July 2021issued by IBBI In exercise of the powers conferred by sections 196, 207 and 208 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 (Insolvency Professionals) Regulations, 2016, namely: - 1. (1) These regulations may be called the Insolvency and

Timelines related to processing of scheme related applications filed by AMCs SEBI/HO/IMD/IMD-II DOF3/P/CIR/2021/603dated 23rd July 2021issued by SEBI In order to promote ease of doing business and bring uniformity in the timelines for processing of scheme related applications filed by AMCs, the following has been decided: 1. The application filed by AMCs for the following matters may be deemed to be taken on record in case no modifications are suggested or no queries are raised by SEBI

Holding of Annual General Meeting (AGM) by top 100 listed entities by market capitalization SEBI/HO/CFD/CMD1/P/CIR/2021/602dated 23rd July 2021issued by SEBI 1. Regulation 44(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (‘SEBI LODR’/ ‘LODR’) requires top 100 listed entities by market capitalization to hold their AGM within a period of five months from the date of closing of the financial year. 2. SEBI is in receipt of representations from listed entities and the Institute of Company Secretaries of India

Segregation and Monitoring of Collateral at Client Level SEBI/HO/MRD2_DCAP/CIR/2021/0598 dated 20th July 2021issued by SEBI 1. SEBI, vide circular no. SEBI/HO/MIRSD/DOP/CIR/P/2020/28 dated February 25, 2020, put in place a framework of ‘Margin obligations to be given by way of Pledge/ Re-pledge in the Depository System’ to mitigate the risk of misappropriation or misuse of client’s securities available with the Trading Member (TM) / Clearing Member (CM) / Depository Participant (DP), including use of one client’s securities to meet the exposure, margin or

Relaxation in timelines for compliance with regulatory requirements by Debenture Trustees due to Covid-19 SEBI/HO/MIRSD/CRADT/CIR/P/2021/597 dated 20th July 2021issued by SEBI 1. In view of the situation arising due to Covid-19 pandemic, challenges arising out of the local restrictions placed by various state governments and representations received from the Debenture Trustees, SEBI had earlier provided relaxations in timelines for compliance with certain regulatory provisions of SEBI Circular No. SEBI/HO/MIRSD/CRADT/CIR/ P/2020/230 dated November 12, 2020 vide Circular no. SEBI/HO/MIRSD/CRADT/CIR/P/2021/561

Insolvency and Bankruptcy Board of India amends the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 Press Release No. IBBI/PR/2021/15 dated 20th July 2021issued by IBBI The Insolvency and Bankruptcy Board of India (IBBI) notified the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) (Second Amendment) Regulations, 2016 on 14th July, 2021. 2. The amendment regulations enhance the discipline, transparency, and accountability in corporate insolvency proceedings: (a) A corporate debtor (CD) may have

Filing of Form CIRP 8 under the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 Circular No.: IBBI/CIRP/42/2021 dated 20th July 2021issued by IBBI Regulation 35A of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (CIRP Regulations) requires the resolution professional to form an opinion on transactions covered under sections 43, 45, 50 and 66 by 75th day, make determination on such transactions by 115th day, and file an application before the Adjudicating Authority by 135th day of the

Block Mechanism in demat account of clients undertaking sale transactions SEBI/HO/MIRSD/DOP/P/CIR/2021/595 dated 16th July 2021issued by SEBI 1. SEBI, vide circular no. SEBI/HO/MIRSD/DOP/CIR/P/2020/73 dated September 15, 2020, issued clarification w.r.t. collection and reporting of margins by Trading Member (TM) / Clearing Member (CM) in Cash Segment. It was inter alia clarified that if Early Pay-In (EPI) of securities has been made to the Clearing Corporation (CC),

  Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) (Second Amendment) Regulations, 2021 No. IBBI/2021-22/GN/REG075 dated 14th July 2021issued 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 (Insolvency Resolution Process for Corporate Persons) Regulations,

Standard Operating Procedure for listed subsidiary company desirous of getting delisted through a Scheme of Arrangement wherein the listed parent holding company and the listed subsidiary are in the same line of business SEBI/HO/CFD/DIL1/CIR/P/2021/0585 dated 6th July 2021issued by SEBI 1. SEBI, vide notification dated June 10, 2021, has notified the amendments made to the SEBI (Delisting of Equity Shares) Regulations, 2021 wherein, in Chapter VI, Part C, and Regulation 37, special provisions for a listed subsidiary company getting delisted through a

Consultation paper on review of certain provisions related to superior voting rights shares framework Dated 1st July, 2021issued by SEBI 1. Objective: To solicit views on the proposal to review the following provisions related to Superior Voting Rights Shares (SR shares) framework pertaining to:- i. net-worth requirements of SR shareholder, ii. issuance of SR shares to trusts/ entities on behalf of founders/ promoters, iii. timing of issuance of SR shares. 2. Net-worth requirements on superior voting

Relaxation in timelines for compliance with regulatory requirements SEBI/HO/MIRSD/DOP/P/CIR/2021/587 dated 30th June 2021issued by SEBI 1. In view of the situation arising due to COVID-19 pandemic, lockdown imposed by the Government and representations received from Stock Exchanges, SEBI had earlier provided relaxations in timelines for compliance with various regulatory requirements by the trading members / clearing members / depository participants, vide circular nos. SEBI/HO/MIRSD/DOP/CIR/P/2020/61 dated April 16, 2020, SEBI/HO/MIRSD/DOP/CIR/P/2020/62 dated April 16, 2020, SEBI/HO/MIRSD/DOP/CIR/P/2020/68 dated April 21, 2020 and SEBI/HO/MIRSD/DOP/CIR/P/2020/72 dated April 24, 2020. 2.

Relaxation of time for filing forms related to creation or modification of charges under the Companies Act, 2013- Extension of time General Circular No.12/2021 dated 30th June 2021issued by MCA In continuation of this Ministry's General Circular No.07/2021 dated 03.05.2021 on the captioned subject cited and after due examination of the requests received from stakeholders, it has been decided to substitute the figures "31.05.2021" and "01.06.2021" wherever they appear in the said circular with the figures "31.07.2021" and 01.08.2021"

Relaxation on levy of additional fees in filing of certain Forms under the Companies Act, 2013 and LLP Act 2008- Extension of time General Circular No.11/2021 dated 30th June 2021issued by MCA In continuation to this Ministry's General Circular No.06/2021 dated 03.05.2021 and on account of requests for further extension of timelines specified in the said Circular, it has been decided to grant additional time upto 31st August, 2021 to companies/LLPs to file forms under the Companies Act, 2013/ LLP

Cross Margin in Commodity Index Futures and its underlying constituent futures or its variants SEBI/HO/CDMRD/CDMRD_DRM/P/CIR/2021/586dated 29th June 2021issued by SEBI 1. SEBI has prescribed norms, inter-alia, for providing margin benefit on spread positions in commodity futures contracts, vide various circulars. In order to improve the efficiency of the use of the margin capital by market participants, it has been decided to introduce cross margin benefit between Commodity Index futures and futures of its underlying constituents or its variants. This shall reduce the

SEBI Board decisions PR No.22/2021 dated 29th June 2021issued by SEBI The SEBI Board met in Mumbai today. The Part-Time Members joined the meeting through video conferencing. The Board, inter-alia, took the following decisions: I. Review and Merger of SEBI (Issue and Listing of Debt Securities) Regulations, 2008 and SEBI (Non-Convertible Redeemable Preference Shares) Regulations, 2013 into a single Regulation – SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 The Board considered and approved the proposals relating to the review and merger of

Change in the location of Debts Recovery Tribunal, Pune S.O. 2488(E) dated 23rd June 2021issued by Ministry of Finance In exercise of the powers conferred by section 3 of the Recovery of Debts and Bankruptcy Act, 1993 (51 of 1993), the Central Government hereby notifies the following change in the location of Debts Recovery Tribunal, Pune with effect from 01.04.2021 from the place mentioned in Column 2 to the place mentioned in column 3 in the Table below: TABLE Debts Recovery Tribunal Place where

Section 18 gets attracted the moment acknowledgement in writing signed by the party against whom such right to initiate resolution process under section 7 of the Insolvency and Bankruptcy Code ensures The question as to whether section 18, which extends the period of limitation depending upon an acknowledgement of debt made in writing and signed by the corporate debtor, is also applicable under section 238A, given the expression ‘as far as may be’ governing the applicability of the Act to the

Financial creditor can file application under section 7 on occurrence of default and restrictions stipulated in three provisos to section 7 are not applicable in this case A financial creditor either by itself or jointly with other financial creditors, as may be notified by the Government, file an application for initiation of the insolvency resolution process against a corporate debtor before the Adjudicating Authority, when a default has occurred. The trigger point for an application under section 7 is the occurrence

Action under section 7 could be legitimately invoked even against a corporate guarantor being a corporate debtor In law, the status of the guarantor, who is a corporate person, metamorphoses into corporate debtor, the moment principal borrower (regardless of not being a corporate person) commits default in payment of debt which had become due and payable. Thus, action under section 7 could be legitimately invoked even against a (corporate) guarantor being a corporate debtor. The definition of ‘corporate guarantor’ in clause

For the purpose of clause (c) of sub-regulation (15) of regulation 18, consent of the unit holders would mean consent by majority of the unit holders who have participated in the poll and not consent of majority of all the unit holders of the scheme The expression ‘consent’ in clause (c) of sub-regulation (15) of regulation 18 refers to affirmative consent to winding up by the majority of the unit holders. Clause (c) per se does not prescribe any quorum or

Where the resolution applicant files an application for rectification of order of the Supreme Court, which in fact is an attempt to renege from the resolution plan which it submitted, and to resile from its obligations, the same is a devious attempt which must be disallowed. The rectification application must accordingly be dismissed The extensions granted from time to time facilitated the consideration of the resolution plan submitted by resolution applicant-Deccan Value Investors LP (DVI). DVI cannot be heard to contend

In view of section 10A which has been inserted by the Insolvency Bankruptcy Code (Amendment) Act, 2020 with retrospective effect from 5th June 2020, the application filed by the operational creditor under section 9 is not maintainable The Ordinance and the Amendment Act, 2020 adopt 25th March, 2020 as cut-off date, and the proviso to section 10A inserted thereby stipulates that “no application shall ever be filed” for the initiation of corporate insolvency resolution process “for the said default occurring

It is only where the winding up proceedings have reached a stage where it would be irreversible, making it impossible to set the clock back that the Company Court must proceed with the winding up, instead of transferring the proceedings to the NCLT In a winding up proceeding where the petition has not been served in terms of rule 26 of the Companies (Court) Rules, 1959 at a pre-admission stage, given the beneficial result of the application of the Code, such

It cannot be contended that the informant has no locus standi to maintain action qua the contravention of section 3 merely because reference to receipt of any information from any person in clause (a) of sub-section (1) of section 19 has to be construed as reference to a person who has suffered invasion of his legal rights In terms of amendment made by the Competition (Amendment) Act, 2017 in sub-clause (a) of sub-section (1) of section 19 substituting expression ‘receipt of

Presumption raised that the holder of cheque received it for discharge of liability has to be rebutted by the accused by adducing facts, which must be proved, on a preponderance of probability, for acquittal of accused Proceedings under section 138 are quasi criminal in nature, and the principles which apply to acquittal in other criminal cases are not applicable in the cases instituted under the Act. Under section 139, a presumption is raised that the holder of the cheque received the

The petitioner would be entitled to extension of the period during which it was bona fidely prosecuting a remedy before the High Court with due diligence Where it was apparently clear that the petitioner was bona fide prosecuting his appeal/writ petition before the High Court that too with due diligence, he would be entitled to exclude the period during which he was prosecuting the remedy. Applying the principles underlying section 14 of the Limitation Act, the period during which the petitioner

When the corporate debtor is undergoing liquidation under the auspices of the Code, the prohibition in section 29A and 35 must also attach to the scheme for compromise or arrangement in terms of section 230 of the Companies Act, 2013 The prohibition placed in section 29A and clause (f) of section (1) of section 35 must also attach itself to a scheme of compromise or arrangement under section 230 of the Companies Act, 2013 when the corporate debtor is undergoing

Without specific allegation against nominee director, he cannot be summoned in a complaint case Where nominee director of the company without any specific allegation against him in a complaint or investigation report is summoned for failure to keep books of account and financial statements, the order summoning the said nominee director is to be set aside. Companies Act, 2013 – Sections 127, 128, 447 and 448 – Offences and prosecution – Failure to keep books of account and financial statements

Approval of resolution plan being a business decision of committee of creditors taken on their commercial wisdom with requisite majority is not justiciable Approval of resolution plan is a business decision taken by the committee of creditors with requisite majority based on their commercial wisdom and the same is not justiciable. Insolvency and Bankruptcy Code, 2016 – Sections 30 and 31 – Resolution plan – Approval of – Appeal by suspended Board of directors assailing order of Adjudicating Authority approving resolution

There is express provision for review by a Tribunal, and where there is no mistake apparent from the record, applicant cannot seek review from the Appellant Tribunal. The appropriate course for the applicant-appellant is to approach the Supreme Court Where there is no mistake apparent from the record in the judgment delivered by a Tribunal, then an application for review filed by the concerned applicant cannot be construed to be one under sub-section (2) of section 420 or under rule 11

Where matter is already decided by a larger Bench of the Appellate Tribunal, the same is not to be reconsidered In view of referring Bench having failed to notice that the five member judgment in V Padamakumar v. Stressed Assets Stabilisation Fund [2020] 158 CLA 411 (NCLAT) with a majority of four to one was delivered to remove uncertainty arising out of the conflicting verdicts of Benches of equal strength in V Hotels Ltd. v. Asset Reconstruction Co. (India) Ltd. [2020]

The appellant having security interest cannot be considered as ‘financial creditor’ within the meaning of clauses (7) and (8) of section 5 on the strength of pledge agreement/deed of undertaking. At best it will be secured debtor qua security Applying its own ruling in Jaypee Infratech Ltd. v. Axis Bank Ltd. [2020] 155 CLA 139 (SC) that a person having only security interest over the assets of corporate debtor, even if falling within the description of ‘secured creditor’ by virtue

Commercial arrangements of collusive nature with corporate debtor do not constitute a ‘financial debt’ creating a financial creditor Since the commercial arrangements between Spade and AAA and the corporate debtor were collusive in nature, they would not constitute a ‘financial debt’. Hence, Spade and AAA are not financial creditors of the corporate debtor. Insolvency and Bankruptcy Code, 2016 – Section 5(7)/(8) – Financial creditor – Financial debt – Commercial arrangement collusive in nature – Will they constitute ‘financial debt’ – Are they

Where nominee directors of promoter of corporate debtor have significant influence in functioning of corporate debtor, the promoter would be a related party and shall not to be included in the committee of creditors Where on juxtaposition of articles of association of a company as well as the definition of ‘related party’ as given in the Code, it is evident that the nominee directors have significant influence in decision making process of the corporate debtor, the contention of resolution professional that

Petitioner stood disqualified to be a director by operation of provisions of sub-section (2) of section 164 for the failure of defaulting company to file financial statements and annual returns for the relevant period, and his director identification number stood cancelled Where the Registrar of Companies had taken into consideration defaults in respect of a company governed by the provisions of the Act and in respect of a period which was also governed by that Act, the petitioner was not entitled

Directions given by the High Court to reactivate director identification numbers and digital signature certificate numbers of affected directors to enable them to avail of Fresh Start Scheme, 2020 Where directors have attracted disqualification for failure to file financial statements, resulting in deactivation of director identification numbers and digital signature certificates numbers, and the Companies Fresh Start Scheme, 2020 provides for directors to be given opportunity to avail of the said scheme, considering the facts and circumstances the High Court directed

This article is intended to give an insight into the pre-packaged insolvency resolution process (PPIRP)/corporate insolvency resolution process (CIRP) and international perspective, checks and balances during the PPIRP.

In this article, the author makes an attempt to examine the question as to whether various Regulations framed by the Securities and Exchange Board of India are binding on investors.

Ministry of Corporate Affairs has amended Schedule V appended to the Companies Act, 2013 with effect from 18th March, 2021. The main objective of the amendment is to provide for payment of minimum remuneration to non-executive directors, particularly to independent directors. This article seeks to examine as to how this objective would be achieved.

In this brief note, the author presents highlights of the judgment of the Supreme Court in the case of Tata Consultancy Services Ltd. v. Cyrus Investments (P.) Ltd.

In the beginning corporate social responsibility (CSR) was introduced through guidelines which were recommendatory. With the promulgation of the Companies Act, 2013, for the first time the provisions on CSR were made mandatory. With a view to strengthen implementation of CSR provisions many significant changes have been brought in the Companies (Amendment) Act, 2019, the Companies (Amendment) Act, 2020 and the Companies (Corporate Social Responsibility Policy) (Amendment) Rules, 2021. In this article an attempt has been made to bring out

The existing regulatory regime is often considered inconsistent and insufficient to address the issues concerning abuse of power by the auditors. This article is an attempt to highlight the reforms required in the legal regime concerning the functioning of auditors.

In this article, an attempt has been made to analyze the Supreme Court judgment in Phoenix Arc (P.) Ltd. v. Ketulbhai Ramubhai Patel [2021] 160 CLA 510, in the light of section 176 of the Indian Contract Act, 1872 that allows or gives a right to a pawnee/pledgee to even recover the balance debt due from the pledgor and, therefore, entitling the pledgee/pawnee to not only exercise pledge as a collateral but at the same time, sue the pledgor for

In this article, the author has questioned suspension of General Committee and appointment of the administrator by the National Company Law Appellate Tribunal (NCLAT) in an appeal against the order of the National Company Law Tribunal (NCLT) granting interim relief. He is of the opinion that suspension of General committee and appointment of administrator is ultra vires the powers of NCLT/NCLAT.

This article aims to understand the concept of non-readily realisable assets (NRRA) and analyse the possible solutions with reference to the existing provisions of the Insolvency and Bankruptcy Code, 2016 and the Regulations made thereunder.

In this article, the authors analyse the enforcement of clawback clauses in various jurisdictions comparing it with Indian legal system. They emphasise on the need to include clawback clauses in employment contracts in times of COVID-19.

This article is intended to provide an overview of the corporate social responsibility provisions contained in section 135 of the Companies Act, 2013 as amended by the Amendment Acts, 2019 and 2020 and the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended by the Amendment Rules, 2021 paving the way for revamping CSR provisions, one more step towards its implementation.

In this article, the authors discuss thread bare the decision of the Supreme Court in the case of Government of India v. Vedanta [Civil Appeal No. 3185 of 2020, dated 16th September, 2020] which provides clarity with respect to the limited application of curial law in an international commercial arbitration proceeding.

COVID-19 pandemic has raised an important question of relevance of the terms ‘seat’/’venue’ of arbitration in virtual hearing of dispute resolution. In this article the author makes an attempt to explore this question to find an answer.

In this article, the author delves into the concept of sale of corporate debtor as a going concern in a liquidation process under regulations 32(e) and 32A of the IBBI (Liquidation Process) Regulations, 2016.

In this article, the authors make an attempt to resolve dilemma of whether to opt or not to opt for employee stock option given to an employee which gives him a right to purchase or subscribe at a future date the shares offered by the company at a pre-determined price.

The purpose of this article is to undertake a threefold exercise which will throw light on the concept and practice of cross-collateralisation in the lending industry and to analyse the jugdment of the Delhi High Court in Sunil Goel v. Indiabulls Housing Finance Ltd. dated 31st August, 2020.

Auditing Standards Board constituted by ICSI approved four Auditing Standards. These Standards are recommendatory for audit engagements accepted by the auditor on or after 1st July, 2019 and mandatory for audit engagements accepted by the auditor on or after 1st October, 2020. These Standards are on audit engagement, audit process and documentation, forming of opinion and secretarial audit. In this article, the author explains audit process and documentation.

This article is intended to give a bird’s eye view of provisions of the Companies Act, 2013 and the Rules framed thereunder dealing with appointment and remuneration of independent directors.

This article is intended to deliberate on challenges to the valuation of shares in a buy-back of shares by a company.

In this article the authors discuss principles of law governing third party collateral and guarantee fee agreements along with essential covenants needed in third party collateral agreements and the need for such agreements.

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.

Nominee director – Can he be prosecuted for offences of the company – Nominee directors would be entitled to protection from prosecution under the provisions of the statute constituting the banks or under sub-section (12) section 149 of the Companies Act, 2013, as the case may be. But such protection would be available only if they had acted diligently and the acts resulting in prosecution had not been done with their consent or connivance.

NCLT – Inherent power to waive fees payable for filing documents – The NCLT cannot pass any order for waiver of fees or additional fees under the various provisions of the Act.

Classification of creditors – Can it be changed by resolution professional – Section 28 of the Code does not permit resolution professional to change the classification of creditors. He has to approach the NCLT for changing classification.

Bad debts – Writing off bad debts in the accounts adopted by the shareholders – Is it open to judicial scrutiny? – The decision of the Board of directors to write off the bad debt is a commercial decision, which does not warrant any judicial interference.

Insolvency resolutions process – Application by financial creditor – Can decree holder file – Decree holder cannot initiate proceeding under section 7.

National Company Law Tribunal – Can it entertain application for winding up of company, the name of which has been struck off – The Tribunal can entertain a petition for winding up of a company, the name of which has been struck off from the Register of companies.

Record date – What it is with reference to listed securities and compliance requirements – This pre-announced date is record date in respect of securities held by investors in demat form. In order to ensure uniformity, it would be advisable to adopt this pre-announced date as the date of entitlement of the holders of securities in demat form and in physical form. This date should not be confused with dates of closure of transfer books.

Resolution plan for revival of business - Envisaging more onerous encumbrances than existing at the time for initiation of insolvency resolution process – Would approval be necessary of lessor of land - The resolution applicant, before drawing the resolution plan for the revival of the business or the project of the corporate debtor, should take the approval of the semi-governmental entity before offering as security the land taken on lease towards the repayment of further financial assistance proposed to be

National Company Law Tribunal – Has it inherent power to review its own order - It would be apparent that NCLT cannot review its own orders passed but can rectify suo motu or on the application of the parties to the proceedings before it, any mistakes apparent from records.

Additional Director – Can a person appointed as additional director and whose appointment was not put up before AGM be appointed as additional director after conclusion of AGM – If an additional director was appointed in between two general meetings and whose candidature for appointment as a director could not be moved because of practical circumstances, could be appointed as an additional director after the conclusion of the annual general meeting

Mismanagement – Personal assets of person unconnected with company’s business – Can it be freezed – Freezing of personal assets of any person who is not connected with the affairs or business of the company can never be done, even if such a person is in charge of the affairs or business of an entity extending financial assistance to the company in question or extending assistance to it in any other manner for such a person is not in charge

Investor Protection Fund – Is transfer of shares thereto on which no divided has been paid for seven years ultra vires the Constitution – Such transfer of shares is not ultra vires as sub-section (6) of section 124 is in consonance with article 300A of the Constitution.

Statutory auditor – Resignation before expiry of his tenure without signing audit report – Once the auditor has signed the limited review audit report for the first quarter, it would result in signing limited review audit report for three quarters, he has to issue the limited review audit report and sign it for the financial year before he resigns or before it is effective . Thus, the auditor cannot resign at his will.

Lien – Whether company has lien on shares held by a member for amounts payable otherwise than on shares – In case a company has excluded regulations 9 to 12 of Table F of Schedule I relating to lien, then by virtue of the provisions of section 46 of the Sale of Goods Act, 1930 it can retain the shares in possession till the dues are paid. It can also sell the shares by virtue of the provisions of section

Nominee – Does he step into shoes of a deceased security holder – The nominee holds the properties in the securities as a trustee of the legal heir/s of the deceased and consequently is answerable to them for all actions in respect of the securities.

Limitation period – Set out in the Limitation Act/other special laws – Would it come in the way of filing applications, etc., before the courts – No ; however, in regard to limitation period, such extension is limited to period of 15 days after lifting lockdown.

Insolvency resolution plan – Approval by Adjudicating Authority - Can the Directorate of Enforcement attach assets of corporate debtors for an offence committed before commencement of insolvency resolution process – If the offence under investigation is committed by the erstwhile management of the corporate debtor, then the Enforcement Directorate should proceed against it and not against the assets owned by the corporate debtor which is under the control or management of different set of person or persons under the provisions

Reference to arbitration – To refer a dispute, is it mandatory that there should be a contract in writing – Being a commercial document, the arbitration agreement, in whatever form it is there, has to be interpreted in such a manner so as to give effect to the agreement.

Arbitral award – Application for setting aside – Can it be preferred beyond period of limitation under section 34 of the Arbitration and Conciliation Act, 1996 – Applicant cannot take recourse to the provisions of section 34 to filing an application beyond four months from the date of receipt of the award in arbitration and this period cannot be got extended even if there is any plausible and genuine reasons for doing so.