Clasis Law updates
Changing arbitration venue by mutual agreement makes new venue seat of arbitration
Clasis Law- Litigation
- India
- 08 June 2021
The Supreme Court recently considered the implications of parties changing the venue or place of arbitration by mutual agreement. This is an important decision on the effect that a change of venue in arbitration proceedings has on the courts which have supervisory jurisdiction over said proceedings. The court, having held that the courts at the new arbitration venue had exclusive jurisdiction over the arbitral proceedings, has once again reinforced the legal importance of the seat of arbitration.
MCA21 Version 3.0
Clasis Law- Corporate & Commercial
- India
- 07 June 2021
Finance Minister Nirmala Sitharaman announced in the Union Budget 2021 that the government would soon introduce a newer version of the MCA21 (MCA21 V3) in order to promote its ease of doing business initiative. Further, there have been news reports that the government is planning to launch a mobile app for corporate filings in order to reduce the compliance burden on companies in India. MCA21 V3 is being rolled out in two phases, with the first phase having been rolled out on 24 May 2021.
Copyright registration is not mandatory for seeking protection under Copyright Act
Clasis Law- Litigation
- India
- 01 June 2021
While adjudicating an interim application, the Bombay High Court recently held that registration under the Copyright Act 1957 is not compulsory for seeking relief thereunder. In doing so, the court, after going through the jurisprudence on the subject matter, held the findings in Dhiraj Dewani to be per incuriam and incorrect.
Producer companies: overview of key features
Clasis Law- Corporate & Commercial
- India
- 31 May 2021
The Companies Act 2013 defines a 'producer company' as a body corporate which, among other things, carries on or has an objective relating to certain specified activities. This article sets out the key features of producer companies, including with respect to share capital, voting rights, directors, general meetings and general reserves.
Amendments to CSR provisions
Clasis Law- Corporate & Commercial
- India
- 17 May 2021
The Ministry of Corporate Affairs recently amended the Companies Act 2013 and the Companies (Corporate Social Responsibility Policy) Rules 2014, introducing a plethora of changes to the act's corporate social responsibility (CSR) provisions. The amended provisions will ensure that companies which fall under their purview spend the requisite amount on CSR activities rather than just explaining why they have not done so and avoiding any consequences.
Court rules on effect of compromise or compounding in predicate offence proceedings under PMLA
Clasis Law- Litigation
- India
- 11 May 2021
The Bombay High Court was recently posed with an issue regarding the fate of proceedings under the Prevention of Money Laundering Act 2002 in the event of compromise or compounding in a predicate offence. This judgment is significant as it ensures that perpetrators of serious economic offences cannot use actions such as compromise or settlement to undermine the object of a statute of public importance.
Consumer Protection Act: impact of change in forum on pending proceedings and retrospectivity
Clasis Law- Litigation
- India
- 04 May 2021
The Supreme Court recently dealt with the question of whether a consumer complaint filed and registered under an earlier piece of legislation which was then repealed must be entertained under the provisions of newer legislation. This judgment is significant as it reiterates the law governing the saving provisions and fate of proceedings initiated and pending under repealed enactments.
MCA introduces stricter compliance requirements for LLPs
Clasis Law- Corporate & Commercial
- India
- 03 May 2021
In order to improve limited liability partnership (LLP) compliance and regulate the designated partners of LLPs, the Ministry of Corporate Affairs recently stated that it will extend certain sections of the Companies Act 2013 to the Limited Liability Partnership Act and therefore LLPs. It is surprising that the LLP structure, which was introduced by the government to relax and ease the process of setting up small businesses, is now pushing the same small enterprises towards a stricter compliance regime.
Steering between opposite ends of a spectrum: yin and yang of criminal complaints
Clasis Law- Litigation
- India
- 27 April 2021
The Code of Criminal Procedure 1973 bars the courts from taking cognisance of offences directed against the administration of justice for the purpose of preventing baseless or vindictive prosecutions by private litigants, parties or third parties. There seems to be a clear distinction between the cases which may or may not fall within the restrictions imposed under the code. Therefore, it is incumbent on the courts to delineate between such cases based on a consideration of the facts and law specific to each case.
One-person companies: a new entry route for non-resident Indians into the Indian market
Clasis Law- Corporate & Commercial
- India
- 26 April 2021
When the Companies Act 2013 entered into force, the concept of 'one-person companies' ('OPCs') was introduced. New amended rules recently entered into force and provide that natural persons who are Indian citizens, whether resident in India or not, can incorporate OPCs in India. This move has been highly welcomed by start-ups and innovators as it will boost the entrepreneurial capabilities of non-resident Indians and overseas citizens of India and help them to enter the Indian market.
Supreme Court prescribes limit for filing application for appointment of arbitrator
Clasis Law- Litigation
- India
- 20 April 2021
In a recent case, the Supreme Court decided on the limitation period for filing an application under Section 11 of the Arbitration and Conciliation Act 1996 and whether the court can refuse to refer a dispute to arbitration under Section 11 where the claims are ex facie time barred. The court observed that the issue of limitation, in essence, speaks to the maintainability or admissibility of the claim, which is to be decided by the arbitral tribunal.
Analysing the concept of force majeure, especially during the COVID-19 pandemic
Clasis Law- Corporate & Commercial
- India
- 19 April 2021
In 2020 the central government issued an office memorandum which stated that the hindrances that have occurred within supply chains due to COVID-19 should fall within the purview of natural calamity and thus force majeure clauses may be invoked in situations where deemed appropriate. The crux of the issue is: when can force majeure be invoked due to breaches that have occurred in contracts between parties due to COVID-19?
Actual realistic costs: an elusive hope for expeditious litigation
Clasis Law- Litigation
- India
- 16 March 2021
The judiciary has frequently acknowledged the ill effects of lingering litigation. Accordingly, several mechanisms have been introduced to provide some respite to clogged judicial instruments. At the same time, the courts have professed the effective application of existing devices to reduce vexatious and frivolous claims. The awarding of actual realistic costs is one step towards better employment of the legal provisions to tame the ever-growing expanse of false, frivolous and vindictive claims.
Key changes under Foreign Contribution (Regulation) Amendment Act
Clasis Law- Corporate & Commercial
- India
- 01 March 2021
The central government recently notified the Foreign Contribution (Regulation) Amendment Act. The amendment act aims to strengthen organisations' compliance mechanisms, enhance transparency and accountability in the use of foreign contributions and prevent the misuse of funds received from foreign contributions by certain organisations and instead promote the use of such funds by genuine non-governmental organisations which are working to improve the welfare of society.
Key takeaways from Companies (Amendment) Act
Clasis Law- Corporate & Commercial
- India
- 01 February 2021
The Companies (Amendment) Act recently entered into force and aims to decriminalise minor, technical and procedural non-compliance based on the nature and gravity of such offences, thereby facilitating and promoting the ease of doing business and further facilitating the ease of living for law-abiding corporates in India.
Analysing recent amendments to corporate social responsibility legislation
Clasis Law- Corporate & Commercial
- India
- 30 November 2020
The Companies Act 2013 is the exclusive legislation which deals with corporate social responsibility (CSR) provisions in India. In response to the COVID-19 pandemic, the Ministry of Corporate Affairs has issued various amendments to the Companies Act. On the one hand, the amendments propose to provide ease of compliance to companies; however, on the other, they also seek to penalise companies and their officers for non-compliance with CSR provisions.
Companies (Amendment) Act and Foreign Contribution (Regulation) Amendment Act enacted
Clasis Law- Corporate & Commercial
- India
- 26 October 2020
The Companies (Amendment) Act 2020 and the Foreign Contribution (Regulation) Amendment Act 2020 recently came into force, amending the Companies Act 2013 and the Foreign Contribution (Regulation) Act 2010. This article sets out the salient changes introduced by both amendment acts, including with respect to producer companies, offences and the remuneration of non-executive directors.
MCA temporarily allows virtual AGMs: help or hindrance?
Clasis Law- Corporate & Commercial
- India
- 21 September 2020
In view of the COVID-19 pandemic and continuing restrictions on the movement of individuals, the Ministry of Corporate Affairs (MCA) recently issued a circular allowing companies to convene their annual general meeting (AGM) through videoconferencing or other audiovisual means (ie, electronically). With AGMs around the corner, it will be interesting to see how companies will hold virtual AGMs in practice and whether companies and their members will welcome the MCA's relaxations.
Decriminalisation of offences under Companies Act: need of the hour
Clasis Law- Corporate & Commercial
- India
- 31 August 2020
India's company law regime has evolved over the years and become stricter and more penal in nature. There has been a paradigm shift in the legislature's viewpoint with regard to the Companies Act's stringency. There has also been a recent trend to promote foreign investment in India. Accordingly, the legislature has adopted measures in order to decriminalise – or at least liberalise – India's company law regime.
Snapshot of procedural guidelines for proxy advisers
Clasis Law- Corporate & Commercial
- India
- 17 August 2020
Proxy advisers have gained prominence over recent years in relation to corporate governance matters and have become an integral part of shareholder activism in India. In order to standardise the process across proxy advisory firms, the Securities and Exchange Board of India recently issued its Procedural Guidelines for Proxy Advisers and a circular on grievance resolution between listed entities and proxy advisers.
