The Companies Act 2013 is a comprehensive legislation that governs the formation, functioning, and regulation of companies in India. It replaced the Companies Act of 1956 and brought significant changes and reforms to corporate governance, investor protection, and ease of improving corporate governance standards, enhancing shareholder rights, and strengthening and aligning the corporate legal framework with international best practices, ensuring transparency, accountability, and responsible business conduct. It introduced several new provisions and amendments to improve corporate governance standards, enhance shareholder rights, and strengthen regulatory oversight. Preference shares, also known as preferred shares or preference stock, are a class of shares issued by a company that carries certain preferential rights and privileges over common shares. They represent an ownership interest in a company but have specific features that distinguish them from ordinary shares. Preference shares provide a balance between equity and debt instruments, as they offer certain fixed-income characteristics while still being considered part of the company's equity capital. The specific rights and features of preference shares may vary depending on the company and the terms specified in the share issuance documents.
{"title":"Bank of Baroda vs. Aban Off-Shore Limited","authors":"Athul V.","doi":"10.59126/v2i4a11","DOIUrl":"https://doi.org/10.59126/v2i4a11","url":null,"abstract":"The Companies Act 2013 is a comprehensive legislation that governs the formation, functioning, and regulation of companies in India. It replaced the Companies Act of 1956 and brought significant changes and reforms to corporate governance, investor protection, and ease of improving corporate governance standards, enhancing shareholder rights, and strengthening and aligning the corporate legal framework with international best practices, ensuring transparency, accountability, and responsible business conduct. It introduced several new provisions and amendments to improve corporate governance standards, enhance shareholder rights, and strengthen regulatory oversight. Preference shares, also known as preferred shares or preference stock, are a class of shares issued by a company that carries certain preferential rights and privileges over common shares. They represent an ownership interest in a company but have specific features that distinguish them from ordinary shares. Preference shares provide a balance between equity and debt instruments, as they offer certain fixed-income characteristics while still being considered part of the company's equity capital. The specific rights and features of preference shares may vary depending on the company and the terms specified in the share issuance documents.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115824756","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Tata Sons established Tata Consultancy Services (TCS) as a division on April 1, 1968. Mumbai, Maharashtra is home to this multinational Indian information technology (IT) services and consulting company. TCS has locations in 46 different nations. One of the most influential businessmen in India is the businessman, Ratan Tata. He formerly served as both the Chairman of the Tata Group and the Chairman of Tata Sons. Founded on March 7, 1923, Cyrus Investments Private Limited is an unincorporated organization. It serves as a financial adviser. It falls under the definition of a "company limited by shares" and is a private, unlisted firm. Cyrus Mistry is an entrepreneur from India. From 2012 until 2016, he served as Chairman of the sizable Tata Group of companies. He is one of the directors of Cyrus Investments Private Limited, one of his businesses. On October 24, 2016, Tata Sons Limited's Board of Directors and Majority Shareholders ousted Cyrus Mistry and shifted from his role as Executive Chairman after they lost confidence in his ability to lead the company. The chairman of Tata Sons Limited is N Chandrasekaran, formerly the chief executive officer and managing director of TCS. A general meeting of shareholders decided to remove Cyrus Mistry from the Tata Sons board of directors. Cyrus Mistry then filed a complaint with the National Company Law Tribunal (NCLT) in Mumbai, charging Tata Sons' operational mismanagement and violation of Sections 241, 242, and 244 of the 2013 Companies Act[1]. The question at hand in this instance is whether the NCLAT's order to restore Cyrus Mistry can be appealed. This case deals with the question of whether the NCLT's decision to restore Cyrus Mistry to his previous role as chairman of the TCS group is maintainable. In the well-known case of Tata Consultancy Services Ltd. v. Cyrus Investment Pvt. Ltd. & Ors., also referred to as the Tata- Mistry controversy[2], the Hon’ble Supreme Court issued its ruling. The conflict stems from a boardroom takeover in 2016 that resulted in Cyrus Mistry's resignation as chairman. This case is regarded as one of the country's largest corporate legal disputes.
{"title":"Tata Consultancy Services Limited vs. Cyrus Investments and Ors.","authors":"Anshul Parashar","doi":"10.59126/v2i4a1","DOIUrl":"https://doi.org/10.59126/v2i4a1","url":null,"abstract":"Tata Sons established Tata Consultancy Services (TCS) as a division on April 1, 1968. Mumbai, Maharashtra is home to this multinational Indian information technology (IT) services and consulting company. TCS has locations in 46 different nations. One of the most influential businessmen in India is the businessman, Ratan Tata. He formerly served as both the Chairman of the Tata Group and the Chairman of Tata Sons. Founded on March 7, 1923, Cyrus Investments Private Limited is an unincorporated organization. It serves as a financial adviser. It falls under the definition of a \"company limited by shares\" and is a private, unlisted firm. Cyrus Mistry is an entrepreneur from India. From 2012 until 2016, he served as Chairman of the sizable Tata Group of companies. He is one of the directors of Cyrus Investments Private Limited, one of his businesses. On October 24, 2016, Tata Sons Limited's Board of Directors and Majority Shareholders ousted Cyrus Mistry and shifted from his role as Executive Chairman after they lost confidence in his ability to lead the company. The chairman of Tata Sons Limited is N Chandrasekaran, formerly the chief executive officer and managing director of TCS. A general meeting of shareholders decided to remove Cyrus Mistry from the Tata Sons board of directors. Cyrus Mistry then filed a complaint with the National Company Law Tribunal (NCLT) in Mumbai, charging Tata Sons' operational mismanagement and violation of Sections 241, 242, and 244 of the 2013 Companies Act[1]. The question at hand in this instance is whether the NCLAT's order to restore Cyrus Mistry can be appealed. This case deals with the question of whether the NCLT's decision to restore Cyrus Mistry to his previous role as chairman of the TCS group is maintainable. In the well-known case of Tata Consultancy Services Ltd. v. Cyrus Investment Pvt. Ltd. & Ors., also referred to as the Tata- Mistry controversy[2], the Hon’ble Supreme Court issued its ruling. The conflict stems from a boardroom takeover in 2016 that resulted in Cyrus Mistry's resignation as chairman. This case is regarded as one of the country's largest corporate legal disputes.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"120 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122031740","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The Security Exchange Board of India (hereinafter referred to as SEBI) and Delhi and Finance Limited (hereinafter referred to as DLF) recently engaged in a legal dispute over the details DLF disclosed in its "red herring prospectus." The disclosure relating to three of DLF's subsidiaries, over which SEBI claimed DLF held constructive control, was challenged by SEBI. Additionally, SEBI claimed that DLF concealed an FIR that had been filed against it, substantially impairing the present and future interests of its prospective shareholders. This was deemed by SEBI to be a flagrant breach of both the disclosure and investor protection (DIP) guidelines[1] and the rules for the issuance of capital and disclosure obligations. SEBI prohibited DLF and six of its senior management officers from accessing the capital market for three years as a result of the same. This ruling was contested before the Securities Appellate Tribunal, which then investigated the facts and provided more insight into the case that will be examined in more detail. This case sheds significant light on the corporate veil concept, the disclosure obligations when offering shares to seek funds from the capital market, and the conditions and parties involved in a lawsuit to dispute such disclosure of information. Given that DLF is a top building and construction company, there is a focus on establishing the proper standards of transparency. This case establishes a significant precedent for a highly strong corporate and industrial culture.
{"title":"DLF Ltd. vs. Securities and Exchange Board of India","authors":"Nandini Agarwal","doi":"10.59126/v2i4a10","DOIUrl":"https://doi.org/10.59126/v2i4a10","url":null,"abstract":"The Security Exchange Board of India (hereinafter referred to as SEBI) and Delhi and Finance Limited (hereinafter referred to as DLF) recently engaged in a legal dispute over the details DLF disclosed in its \"red herring prospectus.\" The disclosure relating to three of DLF's subsidiaries, over which SEBI claimed DLF held constructive control, was challenged by SEBI. Additionally, SEBI claimed that DLF concealed an FIR that had been filed against it, substantially impairing the present and future interests of its prospective shareholders. This was deemed by SEBI to be a flagrant breach of both the disclosure and investor protection (DIP) guidelines[1] and the rules for the issuance of capital and disclosure obligations. SEBI prohibited DLF and six of its senior management officers from accessing the capital market for three years as a result of the same. This ruling was contested before the Securities Appellate Tribunal, which then investigated the facts and provided more insight into the case that will be examined in more detail. This case sheds significant light on the corporate veil concept, the disclosure obligations when offering shares to seek funds from the capital market, and the conditions and parties involved in a lawsuit to dispute such disclosure of information. Given that DLF is a top building and construction company, there is a focus on establishing the proper standards of transparency. This case establishes a significant precedent for a highly strong corporate and industrial culture.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"129672565","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
This case deals with violating the provisions of a maximum number of Directorships that can be held by a Director under the Companies Act, 2013. The respondent was the director, for more than 20 companies till 31.03.2015. The respondent tendered his resignation as the director of the Company M/s Fabius Properties Pvt. Ltd. The same was accepted by the Board of Directors of the Company on 29.12.2015. However, the intimation of his resignation was sent to the Registrar of Companies vide Form DIR-12 on 10.02.2016. The respondent has violated the provisions under Section 165(1) read with Section 165(3) of the Companies Act, 2013 which is punishable under Section 165(6) of the Act, The NCLT, Kolkata bench has imposed compounding fees of Rs. 50,000/- which is less than minimum fees prescribed under Section 165(6) of the Companies Act, 2013. Being aggrieved with this order RoC has filed this Appeal.
{"title":"The Registrar of Companies, West Bengal vs. Karan Kishore Samtani","authors":"Samriddhi Mishra","doi":"10.59126/v2i4a3","DOIUrl":"https://doi.org/10.59126/v2i4a3","url":null,"abstract":"This case deals with violating the provisions of a maximum number of Directorships that can be held by a Director under the Companies Act, 2013. The respondent was the director, for more than 20 companies till 31.03.2015. The respondent tendered his resignation as the director of the Company M/s Fabius Properties Pvt. Ltd. The same was accepted by the Board of Directors of the Company on 29.12.2015. However, the intimation of his resignation was sent to the Registrar of Companies vide Form DIR-12 on 10.02.2016. The respondent has violated the provisions under Section 165(1) read with Section 165(3) of the Companies Act, 2013 which is punishable under Section 165(6) of the Act, The NCLT, Kolkata bench has imposed compounding fees of Rs. 50,000/- which is less than minimum fees prescribed under Section 165(6) of the Companies Act, 2013. Being aggrieved with this order RoC has filed this Appeal.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"17 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122444243","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The privately held Shriram Food and Fertilizers Ltd. fertilizer factory was situated in Kirti Nagar, a densely populated district of Delhi with a population of about 200,000. Due to the factory's chemical operations, it released dangerous compounds that annoyed the population. On December 4 and 6, 1985, public interest lawyer MC Mehta submitted a writ petition to the Supreme Court under Articles 21 and 32, requesting the closure and transfer of the factory's Shriram Caustic Chlorine and Sulphuric Acid Plant. During the pending lawsuit, the Oleum Gas Leak incident occurred at one of the factory's plants and caused severe harm to people who inhaled the gas. The leakage also took the life of one of the lawyers who practiced in the Tis Hazari Court.
私营企业Shriram Food and Fertilizers Ltd.的化肥厂位于德里人口稠密的基尔蒂纳加尔(Kirti Nagar)，人口约为20万。由于工厂的化学操作，它释放了危险的化合物，使人们感到厌烦。1985年12月4日和6日，公益律师MC Mehta根据第21条和第32条向最高法院提交了一份书面请愿书，要求关闭和转让该工厂的Shriram烧碱氯酸厂。在未决诉讼期间，该工厂的一个工厂发生了油毡气体泄漏事件，对吸入气体的人造成了严重伤害。泄密事件还夺去了一名在Tis Hazari法院工作的律师的生命。
{"title":"M.C. Mehta And Anr vs. Union of India & Ors.","authors":"Sanstuti Mishra","doi":"10.59126/v2i4a4","DOIUrl":"https://doi.org/10.59126/v2i4a4","url":null,"abstract":"The privately held Shriram Food and Fertilizers Ltd. fertilizer factory was situated in Kirti Nagar, a densely populated district of Delhi with a population of about 200,000. Due to the factory's chemical operations, it released dangerous compounds that annoyed the population. On December 4 and 6, 1985, public interest lawyer MC Mehta submitted a writ petition to the Supreme Court under Articles 21 and 32, requesting the closure and transfer of the factory's Shriram Caustic Chlorine and Sulphuric Acid Plant. During the pending lawsuit, the Oleum Gas Leak incident occurred at one of the factory's plants and caused severe harm to people who inhaled the gas. The leakage also took the life of one of the lawyers who practiced in the Tis Hazari Court.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"134 12","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"120819072","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The Insolvency and Bankruptcy Code, 2016 is a tool used to improve the relationship between creditors and debtors and to serve as a creditor recovery law. The code is also beneficial legislation that assists corporate debtors in regaining their financial footing. However, numerous writ petitions and Special Leave Petitions challenging the constitutional legality of the various provisions of the Insolvency and Bankruptcy Code (IBC), 2016 were filed before the Supreme Court of India. The primary objective of the legislation is to protect the corporate debtor from its own management and from liquidation in order to ensure the debtor's recovery and continued existence. Therefore, the corporate debtor's interests have been separated from those of the promoters and management. In this case, Swiss Ribbons Private Limited and other companies filed a petition and argued that the Insolvency and Bankruptcy Code, 2016 is unconstitutional for the specified reasons. The petitioners asserted that Article 14 of the Indian Constitution had been violated because Sections 7, 12A, 29A, and 53 of the Insolvency and Bankruptcy Code failed the test of constitutionality. The verdict, which was delivered on January 25, 2019, addressed each of the petitioners' arguments and provided a comprehensive justification for the law, which is now acknowledged as its sole basis.
{"title":"Swiss Ribbons Pvt. Ltd. vs. Union of India","authors":"Arpita Singh","doi":"10.59126/v2i4a2","DOIUrl":"https://doi.org/10.59126/v2i4a2","url":null,"abstract":"The Insolvency and Bankruptcy Code, 2016 is a tool used to improve the relationship between creditors and debtors and to serve as a creditor recovery law. The code is also beneficial legislation that assists corporate debtors in regaining their financial footing. However, numerous writ petitions and Special Leave Petitions challenging the constitutional legality of the various provisions of the Insolvency and Bankruptcy Code (IBC), 2016 were filed before the Supreme Court of India. The primary objective of the legislation is to protect the corporate debtor from its own management and from liquidation in order to ensure the debtor's recovery and continued existence. Therefore, the corporate debtor's interests have been separated from those of the promoters and management. In this case, Swiss Ribbons Private Limited and other companies filed a petition and argued that the Insolvency and Bankruptcy Code, 2016 is unconstitutional for the specified reasons. The petitioners asserted that Article 14 of the Indian Constitution had been violated because Sections 7, 12A, 29A, and 53 of the Insolvency and Bankruptcy Code failed the test of constitutionality. The verdict, which was delivered on January 25, 2019, addressed each of the petitioners' arguments and provided a comprehensive justification for the law, which is now acknowledged as its sole basis.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"10 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128616816","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Modi Industries Ltd. V. Commissioner of Income Tax (2012) is a landmark case in Indian corporate law. The case involved a dispute between Modi Industries Ltd. and the Commissioner of Income Tax over the taxability of the company’s income from the sale of carbon credits. The company Modi Industries Ltd. is engaged in the manufacture and sale of steel products. The company had invested in projects to reduce carbon emissions and had obtained carbon credits under the Clean Development Mechanism (CDM) of the United Nations Framework Convention on Climate Change (UNFCCC). Modi Industries Ltd. argued that the income was not taxable because it was a capital receipt and not a revenue receipt. On the other hand, the Commissioner of Income Tax argued that the income was taxable as revenue income. The case was filed to resolve this dispute and determine whether income from the sale of carbon credits is subject to taxation.
莫迪工业有限公司V. Commissioner of Income Tax(2012)是印度公司法上具有里程碑意义的案例。该案件涉及莫迪工业有限公司与所得税局长之间的纠纷，争议的焦点是该公司出售碳信用额所得收入的应税性。莫迪工业有限公司是一家从事钢铁产品制造和销售的公司。该公司投资了减少碳排放的项目，并在联合国气候变化框架公约(UNFCCC)的清洁发展机制(CDM)下获得了碳信用额。莫迪工业有限公司辩称，这笔收入不应纳税，因为它是资本收据，而不是收入收据。另一方面，所得税局长辩称，这笔收入应作为税收收入纳税。提起诉讼是为了解决这一争议，并确定出售碳信用额的收入是否需要征税。
{"title":"Modi Industries Ltd. vs. Commissioner of Income Tax","authors":"Simmi Veerwani","doi":"10.59126/v2i4a8","DOIUrl":"https://doi.org/10.59126/v2i4a8","url":null,"abstract":"Modi Industries Ltd. V. Commissioner of Income Tax (2012) is a landmark case in Indian corporate law. The case involved a dispute between Modi Industries Ltd. and the Commissioner of Income Tax over the taxability of the company’s income from the sale of carbon credits. The company Modi Industries Ltd. is engaged in the manufacture and sale of steel products. The company had invested in projects to reduce carbon emissions and had obtained carbon credits under the Clean Development Mechanism (CDM) of the United Nations Framework Convention on Climate Change (UNFCCC). Modi Industries Ltd. argued that the income was not taxable because it was a capital receipt and not a revenue receipt. On the other hand, the Commissioner of Income Tax argued that the income was taxable as revenue income. The case was filed to resolve this dispute and determine whether income from the sale of carbon credits is subject to taxation.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122152225","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
With cases attaining different judgments, procedures before seeking arbitration constantly change. This case of Welspun Enterprises vs. NCC Ltd. revolves around pre-arbitration clauses and their impact on the time period of claims.
{"title":"Welspun Enterprises Ltd. vs. NCC Limited","authors":"Aishwarya Gowrishankar","doi":"10.59126/v2i4a12","DOIUrl":"https://doi.org/10.59126/v2i4a12","url":null,"abstract":"With cases attaining different judgments, procedures before seeking arbitration constantly change. This case of Welspun Enterprises vs. NCC Ltd. revolves around pre-arbitration clauses and their impact on the time period of claims.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"27 1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"124531879","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Tax acts as a vital component for the development of a country. Thus, taxes are imposed not only on individuals but also on companies. So, it is best for the country’s government to come up with policies and laws that allow them to carry forward with the tax collection system in a smooth manner. Citizens and administrative officials need to be well-versed in the tax collection procedure to prevent any fraud. In the Indian constitution, the government has been given the power to the government to collect tax not only prospectively but also retrospectively. However, no government has the right to extract tax by making the taxpayers suffer despite their right to extract tax. The term retrospective refers to looking back and bringing up the closed and finished transactions from the past. Retrospective transaction means the charge imposed by the state on transactions or state of dealings that took place in the past. In spite of having the legal authority to suggest retroactive taxing, the government will fall short when it comes to certainty and continuity tests. One such incident that took place while imposing retrospective taxation was seen in 2012 when the state used its power given to them by the Constitution itself. They made this amendment with the intention to change the capital gains tax and to avoid the Supreme Court’s ruling on Vodafone International Holdings BV v. Union of India (2012). This order was passed with the intent to tax some of the businesses, especially Vodafone and Cairn Energy retroactively for their capital gain. Thus, widespread criticism was held against the government of India. Lately, after the government’s defeat at various international forums, said that the application of retrospective transactions is being canceled and will only have a prospective impact after the Finance Bill of 2021.
{"title":"Vodafone International Holdings BV vs. Union of India and Anr.","authors":"Rimi Baidya","doi":"10.59126/v2i4a7","DOIUrl":"https://doi.org/10.59126/v2i4a7","url":null,"abstract":"Tax acts as a vital component for the development of a country. Thus, taxes are imposed not only on individuals but also on companies. So, it is best for the country’s government to come up with policies and laws that allow them to carry forward with the tax collection system in a smooth manner. Citizens and administrative officials need to be well-versed in the tax collection procedure to prevent any fraud. In the Indian constitution, the government has been given the power to the government to collect tax not only prospectively but also retrospectively. However, no government has the right to extract tax by making the taxpayers suffer despite their right to extract tax. The term retrospective refers to looking back and bringing up the closed and finished transactions from the past. Retrospective transaction means the charge imposed by the state on transactions or state of dealings that took place in the past. In spite of having the legal authority to suggest retroactive taxing, the government will fall short when it comes to certainty and continuity tests. One such incident that took place while imposing retrospective taxation was seen in 2012 when the state used its power given to them by the Constitution itself. They made this amendment with the intention to change the capital gains tax and to avoid the Supreme Court’s ruling on Vodafone International Holdings BV v. Union of India (2012). This order was passed with the intent to tax some of the businesses, especially Vodafone and Cairn Energy retroactively for their capital gain. Thus, widespread criticism was held against the government of India. Lately, after the government’s defeat at various international forums, said that the application of retrospective transactions is being canceled and will only have a prospective impact after the Finance Bill of 2021.","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128434458","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
This case is a well-established precedent in the world of insider trading. But what is insider trading? According to Upstox, Insider Trading is the act of purchasing, selling, underwriting, or agreeing to underwrite the securities or stocks of an organization by key executives/personnel of the company who have access to UPSI - Unpublished Price Sensitive Information regarding the company. In simple language, it is an illegal practice to trade in a company's securities using sensitive information that hasn't been made public. Insider trading refers to the use of this information to make an erroneous profit or loss. The information is referred regarded as "price sensitive" since it may influence the market value of a company's shares. The first legislation addressing insider trading was the Securities and Exchange Board of India ("SEBI") Act, 1992, and the SEBI (Prohibition of Insider Trading) ("PIT") Regulations, 1992 and the Companies Act, 2013 ("The Act"), Section 195 was added to outlaw insider dealing in stocks. The SEBI PIT Regulations, 2015, which were implemented in 2015, superseded the 1992 regulations to update the capital market regulatory structure. Unpublished Price Sensitive Information ("UPSI") communication and trading while in possession of UPSI are covered by Regulations 3 and 4 of the PIT Regulations, 2015, respectively. Regulation 2(1) (n) of PIT 2015 defines UPSI, as follows: “(n) “unpublished price sensitive information” means any information, relating to a company or its securities directly or indirectly, that is not generally available which upon becoming generally available, is likely to materially affect the price of the securities and shall, ordinarily including but not restricted to, information relating to the following: (i) financial results;(ii) dividends;(iii) change in capital structure;(iv) mergers, de-mergers, acquisitions, de-listings, disposals and expansion of business and such other transactions; (v) changes in key managerial personnel; and(vi) material events with the listing agreement. NOTE: It is intended that information relating to a company or securities that are not generally available would-be unpublished price-sensitive information if it is likely to materially affect the price upon coming into the public domain. The types of matters that would ordinarily give rise to unpublished price sensitive information have been listed above to give illustrative guidance of unpublished price sensitive information.” A person who works for the firm whose shares they trade is an insider. For instance, he could be one of the company's directors, presidents, or top executives who own more than 10% of the stock. Even if a person is not employed by the company, they may have access to plenty of secret information about stock performance from a genuine corporate official. Examples of N.S.E insider trading include officers, directors, and staff who trade in the company's securities after learning of significant and privat
{"title":"Hindustan Unilever Ltd. vs. Securities and Exchange Board of India","authors":"Diya Saraswat","doi":"10.59126/v2i4a5","DOIUrl":"https://doi.org/10.59126/v2i4a5","url":null,"abstract":"This case is a well-established precedent in the world of insider trading. But what is insider trading? According to Upstox, Insider Trading is the act of purchasing, selling, underwriting, or agreeing to underwrite the securities or stocks of an organization by key executives/personnel of the company who have access to UPSI - Unpublished Price Sensitive Information regarding the company. In simple language, it is an illegal practice to trade in a company's securities using sensitive information that hasn't been made public. Insider trading refers to the use of this information to make an erroneous profit or loss. The information is referred regarded as \"price sensitive\" since it may influence the market value of a company's shares. The first legislation addressing insider trading was the Securities and Exchange Board of India (\"SEBI\") Act, 1992, and the SEBI (Prohibition of Insider Trading) (\"PIT\") Regulations, 1992 and the Companies Act, 2013 (\"The Act\"), Section 195 was added to outlaw insider dealing in stocks. The SEBI PIT Regulations, 2015, which were implemented in 2015, superseded the 1992 regulations to update the capital market regulatory structure. Unpublished Price Sensitive Information (\"UPSI\") communication and trading while in possession of UPSI are covered by Regulations 3 and 4 of the PIT Regulations, 2015, respectively. Regulation 2(1) (n) of PIT 2015 defines UPSI, as follows: “(n) “unpublished price sensitive information” means any information, relating to a company or its securities directly or indirectly, that is not generally available which upon becoming generally available, is likely to materially affect the price of the securities and shall, ordinarily including but not restricted to, information relating to the following: (i) financial results;(ii) dividends;(iii) change in capital structure;(iv) mergers, de-mergers, acquisitions, de-listings, disposals and expansion of business and such other transactions; (v) changes in key managerial personnel; and(vi) material events with the listing agreement. NOTE: It is intended that information relating to a company or securities that are not generally available would-be unpublished price-sensitive information if it is likely to materially affect the price upon coming into the public domain. The types of matters that would ordinarily give rise to unpublished price sensitive information have been listed above to give illustrative guidance of unpublished price sensitive information.” A person who works for the firm whose shares they trade is an insider. For instance, he could be one of the company's directors, presidents, or top executives who own more than 10% of the stock. Even if a person is not employed by the company, they may have access to plenty of secret information about stock performance from a genuine corporate official. Examples of N.S.E insider trading include officers, directors, and staff who trade in the company's securities after learning of significant and privat","PeriodicalId":424180,"journal":{"name":"THE JOURNAL OF UNIQUE LAWS AND STUDENTS","volume":"20 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116711986","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
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