Securities Law
February 3, 2021

DISCLOSING THE FINANCIAL IMPACT OF THE COVID-19 PANDEMIC – WILL THE SEC RULING CHANGE THE REGULATOR’S APPROACH IN INDIA?

Enforcement action in the US In March 2020, the Securities Exchange Commission (the “SEC”) formed a Coronavirus Steering Committee to actively oversee the monitoring of COVID-19-related misconduct by listed entities. On December 4, 2020, the SEC issued its first enforcement order against a listed entity for making misleading disclosures about the financial impact of the…

Tags:
Covid-19, Financial Services
VIEW MORE
October 22, 2020

GOVERNMENT OF INDIA ISSUES PRESS RELEASE THAT LIBERALIZES FDI IN DEFENSE SECTOR

On September 17, 2020, the Indian government issued a press note to inter alia liberalize the cap for foreign direct investment (“FDI”) in the defence sector from 49% to 74% under the automatic route and to revise certain conditions for FDI in this sector.  Additionally, on September 30, 2020, the Indian government rolled out the revised Defense Acquisition Procedure 2020 (the “DAP 2020”) to replace the erstwhile Defence Procurement Procedure 2016 (“DPP 2016”).  The DAP 2020 is the latest iteration of India’s defence procurement policy that seeks to promote domestic manufacturing through offset obligations in defence contracts.  In this note, we have discussed the key changes under the FDI regime for the defence sector as well as the DAP 2020.

Tags:
Rukshad Davar
VIEW MORE
September 5, 2019

PORTFOLIO INVESTORS TO BENEFIT UNDER THE RECENT CHANGES TO INDIA’S SECURITIES LAWS

On August 21, 2019, India’s securities market regulator, the Securities and Exchange Board of India (the “SEBI”), introduced a plethora of changes to Indian securities laws and regulations.  This update discusses the key changes. Background In recent months, a multitude of factors including, inter alia, the ongoing trade tensions between the US and China, a…

Tags:
Securities Law
VIEW MORE
April 29, 2019

AMENDMENTS TO INDIA’S INSIDER TRADING REGULATIONS COME INTO EFFECT

On December 31, 2018, the Securities and Exchange Board of India (the “SEBI”) introduced several changes to the SEBI (Prohibition of Insider Trading Regulations), 2015 (the “Regulations”), which became effective on April 1, 2019.  They were introduced pursuant to the report of the Committee on Fair Market Conduct which advocated for tighter norms to prevent…

Tags:
Corporate/M&A, Securities Law
VIEW MORE
November 27, 2018

RECENT CHANGES ANNOUNCED BY INDIA’S SECURITIES REGULATOR

The Securities and Exchange Board of India (the “SEBI”) actively monitors the Indian securities and commodities markets, and has been implementing new regulations based on market practices.  Some of the more important SEBI circulars issued recently have been discussed in this update. SEBI tightens disclosure norms for credit rating agencies In the aftermath of the…

Tags:
Securities Law
VIEW MORE
July 27, 2018

UNSECURED LENDING TRANSACTIONS CAN AMOUNT TO AN ACQUISITION OF CONTROL OF A LISTED COMPANY – A CRITIQUE

In India, under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the “Takeover Regulations”), there exists a mandatory tender offer regime for acquisition of listed companies.  Under this regime, both, the acquisition of a substantial shareholding stake (25%) and the acquisition of “control” are treated equally, and require…

Tags:
Corporate/M&A, Securities Law
VIEW MORE
September 11, 2017

BRIGHTLINE TESTS TO DETERMINE CHANGE OF “CONTROL” FOR TAKEOVERS A NO GO

In India, under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the “ Takeover Regulations”), there exists a mandatory tender offer regime for acquisition of listed companies. Under this regime, both, the acquisition of a substantial shareholding stake (25%) and the acquisition of “control” are treated equally, and require the acquirer to make an open offer to the public shareholders. Currently, under the Takeover Regulations, the test to determine what constitutes change of “control” is principle-based. Keeping in sync with global norms, in early 2016, the Securities and Exchange Board of India (the “SEBI”) released a discussion paper (the “ Paper”) to explore bright-line tests to determine what constitutes as change of “control.”

Tags:
Corporate/M&A, Securities Law
VIEW MORE
August 18, 2017

INDIA’S SECURITIES REGULATOR ON SHELL COMPANIES, EXEMPTIONS FROM OPEN OFFER

Recently, the Securities and Exchange Board of India (the “ SEBI”) has approved and notified several important changes to Indian securities regulations, including, extending relaxations from open offer and preferential issue requirements to new investors acquiring shares of distressed companies, extending relaxations from open offer requirements to acquisitions made pursuant to resolution plans approved by the National Company Law Tribunal (the “NCLT”) and exemptions from lock-in requirements at the time of initial public offer (“IPO”) to Category II Alternative Investment Funds (“ AIFs”) such as private equity funds and debt funds.

Tags:
Private Equity and Venture Capital, Securities Law
VIEW MORE
May 26, 2016

SEBI PROPOSES CHANGES TO THE P-NOTES REGIME TO CHECK MONEY LAUNDERING

Introduction On May 19, 2016, the Securities and Exchange Board of India (the “SEBI”), in its board meeting, specified certain additional measures to enhance transparency and control over the issuance of offshore derivative instruments (“P-Notes”).  These measures will come into effect through appropriate amendments in the existing regulations. Background The SEBI (Foreign Portfolio Investors) Regulations,…

Tags:
Securities Law
VIEW MORE
March 29, 2016

IS THE SEBI’S PROPOSAL TO INTRODUCE A BRIGHTLINE TEST TO DETERMINE CHANGE OF “CONTROL” WORKABLE!

Introduction In India, the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the “Takeover Regulations”) adopt a mandatory tender offer regime for acquisition of listed companies in order to provide a level playing field to the public shareholders.  The acquisition of a substantial shareholding stake and the acquisition of control are treated equally and…

Tags:
Corporate/M&A, Securities Law
VIEW MORE
January 14, 2016

INDIA – SECURITIES LAW WRAP 2015

Introduction In 2015, Indian securities regulations underwent many changes with the Securities and Exchange Board of India (the “SEBI”) playing an active role in making the markets more efficient and investor friendly.  This update highlights some of the important changes implemented last year. New insider trading regulations Previously, insider trading was regulated under the SEBI…

Tags:
Securities Law
VIEW MORE

Send this to a friend