Shareholders’ Deadlock: Buy-Out as a Way Out
Guidance from experienced corporate and commercial lawyers from the start of a business relationship can prove beneficial in more ways than one. Effective documentation is helpful because it sets the ground rules of the relationship in clear terms which encourages parties to work within the defined structure – whether working together in the joint venture or disengaging in case of a deadlock.
Nature of Concessions – Stamp Duty implications
Concessions require proper structuring, keeping in mind various aspects, including stamp duty. Expert advice from corporate lawyers and infrastructure lawyers is required to have a futuristic perspective and effectively protect legitimate business interests within the legal regime’s parameters.
Complexities of Significant Beneficial Ownership and Corporate Control
The implication of contractual arrangements concerning management and control of a company or group companies requires a proper understanding of the determination of ‘beneficial ownership’ and ‘significant beneficial ownership’. Disclosure and compliance constitute only one aspect. Intricacies may be involved concerning such contractual arrangements, and corporate and commercial legal advisors may require their implication and assistance.
ESG and Director Duties: For Profit or Purpose
Startups may not be different from any other business entity. However, it is for good reason that they have been accorded a special status with respect to, among other things, raising finances and regulatory compliances. Expert advice from corporate lawyers handling advisory to startups would be helpful to make the most of the benefits and exemptions offered under the regulatory regime
ESOPs and SARs: From Ownership to Appreciation
Louis Ortho Kelso, a political economist and lawyer, back in 1956, created the first employee stock ownership scheme based on his belief that the ownership of a company should ultimately vest with its employees as they are the ones responsible for the company’s success.
Sweat Equity Shares: Reward or Risk?
The concept of ‘Sweat Equity’ was initially employed in the United States by Co-operatives for real estate projects. In the mid-20th century, the American Friends Service Committee introduced the idea of sweat equity in the Penn Craft self-help housing project. Families came together to build homes, using labour and sweat as equity.
Inequality in Equity – Evaluating Differential Rights
The rights of shareholders are determined based on the instruments they hold against capital (whether in the form of share capital, debt, or hybrid) invested. The Companies Act, 2013 (‘Companies Act’) allows a private company limited by shares to have varied kinds of share capital – not just equity share capital and preference share share capital.
Interim Budget 2024: What’s New?
The relationship between technology, infrastructure and energy is multidimensional and a balanced and sustainable approach is required for a green and sustainable future. Expert guidance from energy legal advisor and infrastructure legal advisor is advisable to handle projects in these areas as an integrated approach would be required which needs to flow down to transaction and documentation structuring.
Powers of Attorney – Some Important Aspects
Grant of authority by one person to another to act on their behalf can have significant consequences, both for the issuer and the person so authorised. Irrespective of the purpose for issuing a power of attorney, the extent of powers granted pursuant to a power of attorney, or the duration of its validity, it is important to be advised of the consequences and responsibilities attendant to a power of attorney.
Board Report and the State of Company’s Affairs
The Board, among other matters, must opine on the ‘state of the company’s affairs’ in its Board Report. Such a Board Report must be attached to the financial statements laid before the shareholders during the annual general meeting.
Business Efficacy Provision – A Double-Edged Sword
Contracts are executed generally for ‘business efficacy’, yet often, ‘business efficacy’ may require a review of the already executed contract.
Lease and License: Navigating The Legal Landscape
A ‘lease’ grants an interest in immovable property. In contrast, a ‘license’ gives a right to do or continue to do, in or upon immovable property, something which would otherwise be unlawful. Understanding the import of the foregoing sentence is essential to understand to decide between a lease or a license in a given scenario.
