Private placement as a tool for raising additional capital

By

-

January 4, 2022

venture capital — Image source: https://rb.gy/xzvawo

This article has been written by Bhabya Rani, pursuing the Diploma in General Corporate Practices from LawSikho. This article has been edited by Tanmaya Sharma (Associate, Lawsikho) and Ruchika Mohapatra (Associate, Lawsikho).

This article has been published by Shoronya Banerjee.

Table of Contents

Introduction

As we all know, a “private placement” is an alternative to issuing, or selling, publicly offered security as a means for raising capital. In a private placement, both the offering and sale of debt or equity securities are made between a business or issuer, and a select number of investors. There may be as few as one investor for any issue. Companies, both public and private, issue in the private placement market for a variety of reasons, including a desire to access long-term, fixed-rate capital, diversify financing sources, additional financing beyond existing investors or, in the case of privately held businesses, to maintain confidentiality.

In this article, the author seeks to discuss private placement as a tool of raising additional capital, as it is offered only to a limited pool of accredited investors; they are exempted from registering with the Securities and Exchange Commission. This helps companies in getting additional capital avoiding costs associated with a public offering as well as allowing for more flexibility regarding structure and terms. Businesses need various funds as they grow, so businesses choose a less complicated tool, that is, a private placement for raising it.

Private placement

The private placement is the sale of stock shares or bonds to investors and institutions privately rather than on the open market. It is an alternative to complicated tools like – Initial Public Offerings (“IPOs”) for raising capital. There are minimal regulatory requirements and standards for a private placement, private placements are sold using a Private Placement Memorandum (“PPM”) instead of prospectus and can’t be broadly marketed to the general public. Explanation II (ii) of Section 42 of the Companies Act, 2013 (“Act”) defines private placement as an offer of securities or invitation to subscribe securities to a selected group of persons by a company through an issue of the private placement offer letter and which satisfies the conditions specified.

Many companies avoid many regulations and annual disclosure requirements that follow an IPO. The less complicated regulation of private placements allows the company to avoid the time and expense of registering as per SEBI Rules. A private placement allows the issuer to sell more complex security to accredited investors who are well versed with the potential risk and reward with the mandatory prior permission of shareholders. A private company may issue securities by way of rights issue or bonus issue as Section 23 (2) of the Act mentions.

The most important features that would rather classify a securities issue as a private placement are:

1. No public offering

The securities are not publicly offered, which prevents the offeror from long processes of raising the capital and can always be opted if capital is needed urgently or additionally for a specific purpose.

2. No requirement of registration with SEBI

As we all know, shares require registration with SEBI for public offering. This is not the case in the private offering which gives freedom to the offeror for raising capital for the long term with help of a small number of investors.

3. A limited number of investors

Through private placement, the stocks are offered to a limited number of investors i.e. up to 200 investors, in other words, it is offered privately. Rather than, public offering where unlimited people are allowed to invest in the stocks or shares of the company. The private placement is generally used for fixed-rate capital, diversified financing sources, additional financing beyond existing investors, or, in the case of privately held businesses, to maintain confidentiality.

Pros and cons of private placement for raising additional capital

Private placements have various pros and cons which mainly depend on the laws of the country where it is raised by the business. But, it has various advantages over an IPO to small and medium businesses or enterprises. It is less time-consuming and less expensive since it does not require the assistance of underwriters and brokers for complying with SEBI rules. It can be easily offered to investors after prior permission of shareholders. Raising additional capital from private placement helps in the expansion of business and fulfills the ever-increasing demand for capital. The private placement allows the companies to choose investors based on similar goals and interests of the company which is advantageous for its future. Also if the investors are entrepreneurs, they may help the company with their valuable skills and assistance to the company’s management. It helps in diversifying the company’s capital structure. Private placements provide flexibility in the amount raised and type of funding. It may allow investments to be done for a longer period.

Cons of using private placement to raise business finances are a reduced market for the bonds or shares in your business, which may have a long term effect on the value of the business as a whole, a limited number of potential investors, who may not want to invest substantial amounts individually. The bonds or shares at a substantial discount to compensate investors for their greater risk and longer-term returns. Also, it isn’t a mandatory requirement, having a credit rating can be an advantage. However, this is time-consuming and will be an added cost to the process.

Private placement market for raising additional capital

This method of privately raising capital is used by both private and public companies. The prolonged process of new issues market is a major reason for the popularity of private placement. The capital raised by private placement in India was at an all-time high of Rs. 7.77 lakh crore in 2020 as per reports of The Economic Times. This showcased a surge of 10% from the previous year. The largest mobilization through private placement of debt during the year was by HDFC at Rs. 57,813 crore, followed by REC (Rs. 53,946 crore), NHAI (Rs. 53,463 crore), PFC (Rs. 50, 9666 crore) and NABARD (Rs. 50,734 crore). So, the growing needs are being met with help of private placement and are preferred by both public and private companies.

The private placement provides additional capital allowing various advantages over IPO to small and medium scale enterprises. It may be useful in business formats that are riskier and for which new investors are hard to find. Even for start-ups that don’t have the confidence of investor’s private placement is a useful mechanism to expand the business and fulfill the ever-increasing demand for capital. Private placements enable small and medium businesses to maintain their private status. It provides for flexibility in the amount raised and the type of funding. As private placement allows investment for a longer period and thereby creates more return on investment. It is a fast way to raise capital which helps in raising additional capital urgently. But, the procedure for a private placement of securities is very tedious and hard to follow about Section 42 of the Act.

Procedure for private placement

A company intending to issue securities under private placement must follow these procedures-

Convene the meeting of the Board of Directors of the Company, for taking approval for issue of securities, a number of securities to be issued, the decision on the price of securities after checking valuation report, draft of offer letter in Form PAS 4.
File Form MGT 14 within 30 days of passing the Board Resolution for the issue of securities as per Section 117 & 179(3)(c). Private companies are not required to file MGT 14.
Approval of securities going to be issued through private placement and approval offer letter for identified persons, by the shareholders in extraordinary general meeting.
File form MGT 14 with ROC within 30 days of passing the special resolution approving the private placement.
Offer letters to identified persons must be sent within 30 days of recording the names of the identified persons.
Properly record the private placement offer in Form PAS-5
Calling Board Meeting after the closure of Offer Period for allotment of securities and issue securities certificate by passing the resolution.
File the return of allotment in Form PAS 3 within 15 days from the date of the allotment made.
Allotment of securities within 60 days of receipt of application money by the company.
Payment for stamp duty within 30 days of issue of securities certificates.
After the return of allotment in form PAS 3 filed with the registrar, companies will be allowed to utilize the money raised by private placement.

Comparative analysis with The United States

Private placement in the U.S means a securities offering exempt from registration with the Securities and Exchange Commission Rules, 1982 (“SEC”). A company can only issue or sell securities when it is either registered with SEC or an exemption from registration is available, and private placement is one such exemption. Section 4 (2) provides to raise capital through private placement for a company. This section has an exemption for the companies trying to raise $5 million in securities to a small number of accredited investors.

Regulation D under the Securities Act provides a further exemption for private placement. It allows a company to offer and sell its securities without having to register these securities with the SEC. Companies that issue securities by using the mechanism mentioned in Regulation D have to file a ‘FORM D’ in electronic mode with the SEC after they first sell their securities.

Rule 505 specifies the limit to issue securities up to $1 million in any 12 months. There is no limit as to how many people these securities can be sold and there is no requirement of any specific type of investors.

Rule 506 an unlimited amount of securities can be issued by this rule. As per 506 (b), there is no limit on the issuance of securities to the accredited investor but not more than 35 non-accredited investors. This clearly specifies that there is no limit on the number of securities to be issued through private placement in the US.

There are a lot of differences in law related to a private placement in India and the United States of America. In India, private placement is not taken as an exemption to raise capital by companies and is itself codified in the Companies Act. In India, private placement is another tool for raising the capital by the company and it is codified in the Companies Act. But, in the USA it is treated as an exemption to the general rule. The rules of the private placement are stricter in India than in the USA. In developing countries like- India, strong government intervention is required to safeguard the rights of poor people but in the USA, the securities market is governed by people’s ability and individual net worth.

Conclusion

The private placement is a not expensive or cost-effective way of raising capital without going for public offering. As we know, a company needs funds for the purpose of setting up projects or new ventures of the existing business or for funding the working capital requirements. The company has various options to raise funds like debt funds such as a loan from banks/financial institutions/non-banking financial companies or by way of issue of debentures or bonds, or by issuing the share capital. The company will raise the additional capital or not depending on the current financial position of the company. Through private placement, companies generally seek to raise a small amount of capital from a limited number of investors. There is no need for financial reporting requirements if capital is raised through private placement. Marketing an issue may be more difficult for private placements, as these investments can be quite risky with lower liquidity than a public offering. But, companies still get liquidity maintaining privacy through private placement. An issuer can sell more complex security to accredited investors who understand the potential risk and rewards, which allows the firm to remain as a privately-owned company and avoid the need to file annual disclosures as per SEBI regulations.

References

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

List of top law firms in Delhi

By

Rachit Garg

-

January 4, 2022

0

This article has been written by Oishika Banerji of Amity Law School, Kolkata. This article provides a detailed list of top law firms in Delhi.

Table of Contents

Introduction

A law firm is a group of lawyers who work together to practise law. It is a legal business company founded by one or more attorneys to practise law. A legal firm’s members usually share customers and income. Historically, legal companies were formed as partnerships. Depending on the jurisdiction in which the company works, law firms are now formed in a number of ways. A law firm’s principal service is to educate clients (individuals or businesses) about their legal rights and duties, as well as to represent them in civil or criminal lawsuits, business transactions, and other matters requiring legal advice and assistance.

Every law student dreams of getting placed in a top law firm either as an intern during law school days or as an employee on a professional front. Why is this craze surrounding law firms steadily growing? Ever wondered? Well, steady job, decent salary, different expertise fields, large client base, divergent exposure, and the list goes on, are some of the many reasons why law firms have been the ideal choice for law grads.

Before you join a law firm either as an intern or an employee, it is important that you take out an entire birth chart of it. That’s exactly what I will be trying to do in this article. And guess what I will be listing top law firms in Delhi which is the prime location for many well-known law firms.

Let’s get started.

List of top law firms in Delhi

A detailed explanation of the top law firms in Delhi has been provided hereunder.

Shardul Amarchand Mangaldas & Co

Shardul Amarchand Mangaldas & Co is one of India’s most prestigious legal companies, with a century of success. The Firm includes more than 743 attorneys, including 142 partners, who provide solutions for companies, the federal government and states, regulatory agencies, industry chambers, and non-profit organisations throughout a wide range of practice areas. New Delhi, Mumbai, Gurgaon, Bengaluru, Chennai, Ahmedabad, and Kolkata are among their offices.

Location in Delhi: Amarchand Towers, 216 Okhla Industrial Estate, Phase III, New Delhi 110 020, T: +91 11 4159 0700, 4060 6060.

Specialization

The firm specializes in the following legal aspects:

General Corporate: The areas of focus under general corporate include Mergers and Acquisitions, Private Equity, Joint Ventures and Collaborations, Real Estate, Insurance, Employment issues, Technology, Media and Telecom.
Banking and Finance: Acquisition Financing, Leveraged Financing, Debt Restructuring, Real Estate Investment and Finance, Junior Capital, Consumer Lending, Digital Banking and Payment Solutions and Corporate Lending are the areas of focus under banking and finance.
Insolvency and Bankruptcy: The Bankruptcy and Restructuring Practice at Shardul Amarchand Mangaldas & Co works closely with the Firm’s other practise areas, primarily Banking & Finance, M&A, Tax, Employment, and Dispute Resolution, to provide a comprehensive solution that includes financial restructuring and recovery, insolvency, corporate reorganisation, restructuring of non-performing assets, creditors’ rights, and contingency preparedness against any peripheral litigation.
Competition law: Clients operate in a wide range of economic sectors, including mining, heavy industry, energy, engineering, motor vehicle manufacturing, pharmaceuticals, chemicals, food manufacturing and distribution, transportation, telecommunications, information technology and the media and financial services. Also advise and represent clients in relation to anti-competitive agreements, abuses of dominant position and merger control.
Dispute Resolution: Areas of focus include arbitration (International Commercial Arbitration, Domestic Arbitration, Investment Treaty Arbitration, Litigation Related to Arbitration ) and White Collar Crimes.
Projects and Project Finance: Areas of focus include power, airports, railways, oil and gas sectors.
Capital Markets: Shardul Amarchand Mangaldas & Co advises on a wide range of issues for their customers, including IPOs, strengthening balance sheets, and effectively expanding into new markets to generate development.
Tax: Both tax litigation services and tax advisory services are offered by the firm.
Intellectual Property: Search and Analysis, Drafting, Filing and Procedure – Prosecution, Contentious – Opposition and Cancellation Actions, Protecting IP Overseas, IP Enforcement and Litigation, Licensing and Transactions involving IP, IP Audits and Due Diligence and advocacy are the focus areas under the head of intellectual property.

Perks of working

Diverse expertise and opportunities
Exclusive member of Lex Mundi, a leading global association of 160 independent law firms across more than 125 countries that gives the firm access to over 22,000 elite lawyers in more than 700 offices.
As market leaders, the firm encourages new perspectives, unconventional thinking and rigorous questioning for innovation.

Internships and jobs

For jobs check out at: https://www.amsshardul.com/careers/

If your university does not have a recruiting coordination committee, visit https://www.amsshardul.com/connect-us/ and contact the SAM office where you want to intern. They will provide you with the HR team’s email address and phone number to which you may send your application.

Average salary offered in jobs and internships

The average Shardul Amarchand Mangaldas & Co compensation varies from $21,66,656 for an Associate to $70,00,000 for a Principal Associate. Employees at Shardul Amarchand Mangaldas & Co give their total salary and benefits package a 4.1/5 rating.

Interns at SAM are paid ₹5,647/month.

Trilegal India

Trilegal is a renowned law firm in India, having offices in Bengaluru, Delhi, Gurugram, and Mumbai, among the country’s main cities. It represents clients in several of India’s most complicated and high-value transactions.

Location in Delhi: 311 B DLF South Court, Saket, New Delhi 110017, T: +91 11 4163 9393.

Specialization

Asset Management and Funds: Trilegal’s asset management and funds business offers a comprehensive range of legal services for the formation and structuring of investment platforms, including blind pool funds, managed accounts, and advisory arrangements, as well as co-investments and internal fund management and team arrangements.
Banking & Finance: In terms of the experience of their attorneys and the scope of their activity, Trilegal’s Banking & Finance practice is unrivalled. Project and Leveraged Finance, Debt Restructuring, Acquisition Finance, Syndicated Lending, and Structured Products are all areas of competence for Trilegal.
Competition Law: The competition law team of Trilegal advises on all aspects of competition law, including merger control, restrictive practises, market dominance, and cartel investigations.
Corporate Disputes: Trilegal has extensive expertise with complicated, multi-jurisdictional, inbound and outbound mergers and acquisitions, private equity transactions, and a thorough grasp of corporate law regulatory challenges.
Employment: Structured pay plans, senior management contracts, non-compete agreements, and employee stock options, as well as conducting investigations, resolving whistle-blower and sexual harassment accusations, are all areas where Trilegal can help.
Energy & Infrastructure: Sponsors, developers, governments, banks, contractors, consultants, and other market participants engage closely with Trilegal’s Energy and Infrastructure division to provide advice on a variety of topics including oil and gas, power and energy, equipment procurement, construction arrangements, and public-private partnerships (PPPs).
International Capital Markets: Initial Public Offerings, Private Placements, Qualified Institutional Placements, Foreign Currency Convertible Bonds, Global Depository Receipts, and other high-value transactions are all handled by Trilegal’s staff.
M & A: Trilegal is a top-tier M&A company in India, where it advises on complicated, high-value cross-border and domestic deals.
PE & VC: Trilegal offers a variety of services to private equity funds, ranging from fund formation and structure to primary and secondary investment advice. They help their customers, companies and advise them on how to enforce contractual rights in disputed settlements.
Real Estate: Trilegal’s Real Estate attorneys assist some of India’s leading real estate funds and corporations with investments, joint ventures, property acquisitions/sales, and leases.
Restructuring: Trilegal draws on their extensive expertise in a variety of practice areas to identify critical challenges that arise in restructuring transactions across industries, addressing the needs of all parties involved.
Tax: Trilegal’s tax team advises clients on a wide range of challenges, including foreign investment and joint venture structure, tax implications on company transfers, import and export, and supply chain difficulties inside India.
TMT: Trilegal provides regulatory and transactional assistance to some of India’s and the world’s leading telecom and technology firms, as well as some of the world’s largest software and technology organisations.

Perks of working

Workplace culture and atmosphere are excellent. The management staff, as well as the rest of the team, are supportive.
Proactive management, strong leadership, and interesting work, all of which are accompanied by attractive perks.
Clients demand assistance on not just fundamental employment concerns but also a wide range of linked regulatory challenges as transactions and organisational structures become more complicated. Trilegal is able to satisfy all of these standards since it is one of the few law firms in the country that has multiple specialist practice areas under one roof.
Gives you the freedom to work and a chance to show yourself. Your suggestions are much appreciated. Work-life balance, a healthy working environment, recognition of your achievements and acknowledgement for your work add to the list of perks available in working with Trilegal.

Internships and jobs

At all levels of experience, the firm is eager to retain the services of committed, technically trained lawyers. If you’d like to be considered for a retainership with the company, you need to fill out the form (refer: https://www.trilegal.com/index.php/careers/) completely and submit the most recent version of your resume.

Trilegal offers student internships to eligible students who are interested in working with them throughout the academic year. In order to apply for internships, you need to visit their website and fill the form there itself. Refer: https://www.trilegal.com/index.php/careers/

Hiring policy for internships and jobs

For jobs refer: https://www.trilegal.com/index.php/careers/

Internship

Trilegal offers a readily available website where anybody can fill out a form that asks for basic information such as a possible candidate’s name, year of college, college name, CV, phone number, email address, preferred internship term, and two office options. You must complete a minimum of five legal assessments administered by higher knowledge after submitting the form.
Following that, you may receive feedback on your project from your mentors along with appropriate comments, as well as a telephone interview one month before your planned internship time. Only then can one expect a call from the interviewer. Once the internship coordinator calls the selected candidates, a convenient time will be asked when they are available for the interview.
The interview is quite subjective; some people will ask you broad questions, while others will test your legal expertise.

Average salary offered in jobs and internships

The average annual income for a Trilegal Associate is Rs. 16,706,656. Trilegal associate salaries can vary from Rs. 611,762 to Rs. 240,000 per year.

Trilegal offers a stipend of Rs. 15000 to its interns.

Anand and Anand

Anand & Anand is a well-known IP law practicing firm. Its experience in dealing with complicated IP issues of all kinds is well-known. It represents a diverse range of clients in traditional IP areas like trademarks, patents, designs, trade secrets, and confidential information, as well as emerging IP areas like domain names, media and entertainment law, information technology and ecommerce, technology transfer, and internet and privacy laws.

Address of Delhi office: B – 41, Nizamuddin East New Delhi 110013 India

Specialization

Copyright: Individual artists and writers, rights managers, publishers, IT businesses, producers and broadcasters, and other creative community players are all served by the firm. The business has aided in the founding of collecting organisations and has played a key role in the evolution of copyright law in the nation, including major decisions on moral rights, fair dealing, compulsory licensing, copyright in characters, and copyright in characters.
Designs: The firm offers a wide range of services, including prosecution, enforcement, and advice. They prosecute industrial items, handicrafts, technical and medical devices, watches and jewellery, houseware, electrical appliances, and automobile products, among other things.
Patents: Patent protection, enforcement, commercialization, and a suite of search and analytics services are all available through the firm. Their patent team has advanced technical credentials, legal abilities, and practical business experience, allowing them to evaluate and protect ideas across a wide range of technologies.
Litigation: The firm’s litigation experience includes, but is not limited to, trademarks, patents, designs, copyrights, trade secrets, and confidential information, as well as expanded claims of unfair competition under common law, competition law, arbitration, tort law, constitutional challenges, media & entertainment law, IT & e-commerce, plant varieties, geographical indications, and other areas.
Trademark: The firm serves a diverse range of customers, including Fortune 500 companies, small and medium businesses, and start-ups in a variety of industries.

Perks of working

Anand and Anand creates a work atmosphere where people can challenge themselves on a daily basis, push the boundaries of excellence, and maximise their potential – both professionally and personally.
Anand and Anand provides a fantastic work environment. Performance takes precedence over seniority in this firm. Associates work in a pleasant setting with a great deal of autonomy and exposure to a wide range of tough legal challenges.

Internships and jobs

Jobs

Anand & Anand are seeking excellent applicants that are creative and passionate about their field. Despite the fact that they primarily recruit for their present practice areas, they are always on the lookout for creative, self-directed individuals who want to broaden their horizons.
They hold big recruiting events dubbed Rtings on a regular basis since they receive thousands of applications. The firm’s gene pool grew to over 100 professionals during the last iteration of Rtings, its premier recruitment initiative.

Internships

To apply for internships in Anand and Anand, apply at the following link: https://www.anandandanand.com/careers/

Average salary offered in jobs and internships

Anand and Anand general income varies from around 3.8 lakhs per year for a Trademark paralegal to 22.4 lakhs per year for a Senior Associate.

J Sagar Associates

JSA is a significant national legal firm in India, with more than 350 lawyers spread across seven locations in Ahmedabad, Bengaluru, Chennai, Gurugram, Hyderabad, Mumbai, and New Delhi. Top Indian corporates, Fortune 500 businesses, global banks and financial institutions, governmental and statutory bodies, and multilateral and bilateral organisations are served by their practice, which is organised along service lines and industry specialisation.

New Delhi Address: B 303, 3rd Floor, Ansal Plaza, Hudco Place, August Kranti Marg New Delhi, Delhi 110049, India

Specialization

Corporate

JSA’s corporate practice focuses on transactional and legal advising services for day-to-day business, regulatory matters, and corporate and governance matters.
They provide legal advice on inbound and outbound investments, strategic partnerships, collaborations, and business reorganisations.
They assist clients on all stages of complicated and landmark assignments, from restructuring to mergers and acquisitions (including those in the public sector) to private equity and joint ventures.

Finance: Asset reconstruction companies, banks, corporations, developmental finance institutions, export credit agencies, funds, investors, investment banks, market intermediaries, multilateral financial institutions, and non-banking financial companies all use JSA’s finance practise to raise and lend money through credit facilities, debt capital market instruments, and equity capital market instruments.
Disputes

JSA has possibly the broadest and deepest commercial and regulatory conflicts capability in the field of complicated multi-jurisdictional, multi-disciplinary dispute resolution, with thirty partners and roughly a hundred specialised litigators around the country.
The team is well-positioned to manage business both nationally and internationally, thanks to the extensive network of JSA offices, affiliates, and colleagues in key cities across the country and beyond.
The Firm represents a varied range of domestic and foreign clients, including corporations, international and national development organisations, governments, and individuals, and acts and appears before regulatory bodies, tribunals, the High Courts, and the Supreme Court of India.

Perks of working

Ability to fulfil personal goals at a fair salary.
The company’s culture encourages work-life balance. Seniors are encouraging and helpful. There are several possibilities to take on additional responsibilities.
A general feeling of work happiness.

Internships and jobs

For jobs and internships refer to this: https://www.jsalaw.com/careers/

In this very link, JSA provides job openings that are available at that moment and therefore you can keep a track of the same.

There is no specific hiring policy for jobs in JSA. But for the purpose of internship, JSA gives preference to individuals who have interned with them previously.

Average salary offered in jobs and internships

Partner salary in J. Sagar Associates ranges between ₹ 40.5 Lakhs to ₹ 108.1 Lakhs. This is an estimate based on salaries received from employees of J. Sagar Associates.

Interns receive a stipend of Rs. 6000/ month (Rs. 1500/week) along with food coupons of Rs. 250/ daily are given for lunch in physical internships.

Khurana & Khurana Advocates and IP Attorneys

Khurana & Khurana, Advocates and IP Attorneys (K&K) is more than just a commercial and intellectual property law firm. K&K was established in 2007 with the goal of offering end-to-end IP prosecution, litigation, and commercial law services in a corporate-centric way. K&K collaborates closely with its sister company, IIPRD, to provide end-to-end IP legal and commercialization/licensing services to over 3000 companies. K&K has strong rankings from Legal 500, MIP, IAM, Chambers, Asia IP, Global 100, Rsg, Niti Aayog, WIPR Leaders, Global Venture, and ACQ5 among others, and has a team of over 150 professionals spread across 10 offices in India (New Delhi, NCR, Pune, Mumbai, Indore, Hyderabad, Bangalore, Punjab, Chennai).

Contact and Address: E-13, UPSIDC, Site-IV, NCR, Greater Noida, India, +91-(120)4296878, [email protected]

Specialization

IP Protection & Portfolio Management: Includes work on patent, trademark, copyright, design, product design and prototyping and geographical indications.
Litigation & Enforcement: Includes work related to IP litigation, Litigation support, Domain name resolution practice, anti-counterfeiting practice and environmental law practice.
Advisories & Opinions: Khurana & Khurana helps corporations maximise the value of their intellectual property portfolios by providing accurate legal opinions that ensure that all possible solutions to a problem are identified and due diligence on each method is presented in a clear and concise manner so that the client can make an informed decision about how to proceed. Regarding a client’s goods and technologies, K&K provides Prior art, Freedom to Operate, Validity, and Non-infringement opinions.
Commercial law practice: Business and financial transactions are dealt with under the commercial side of law. At K&K, there is a specialist team that handles contract law, property law, company law, intellectual property law, tax law, negotiable instrument law, and standard commercial code creation and litigation.
Sports law practice: Khurana & Khurana understand the relevance of legal intricacies in sports and give all of the resources necessary to investigate this field. In order to satisfy the legal demands of India’s ever-growing, lively, and multi-faceted athletic business, we have incorporated sports law into our library of legal services.
Media & entertainment: Khurana & Khurana Advocates & IP Attorneys provide end-to-end legal services in media-related concerns, including copyright protection, legal consultation, agreement formulation and ratification, negotiation and transaction closure, and anti-piracy enforcement.
Taxation practice: Khurana and Khurana provide a wide range of high-quality services in the areas of indirect and direct taxes (advisory and litigation). Our tax team is made up of specialists with a wide range of skills, including not just lawyers but also Chartered Accountants and Company Secretaries.
International practice: With their strong associations in South Asian countries (Bangladesh, Vietnam, Myanmar, Nepal), Khurana & Khurana, Advocates and IP Attorneys (K&K) is committed to providing high quality consistent End-to-End Legal Services in IP and Corporate Legal Matters. They are expanding their footprints in South Asian countries (Bangladesh, Vietnam, Myanmar, Nepal).

Perks of working

You’ll collaborate with some of the country’s brightest IP, technical, and legal minds.
You’ll have the opportunity to engage and collaborate with some of the world’s top corporations, technology firms, law firms, licensing firms, and brands. It’s not about how much you’ll work, but how much you’ll receive out of your labour, whether you’re just starting out or a seasoned veteran.
Careers at Khurana and Khurana (K&K) are developed with the goal of developing well-rounded customer-centric employees. They create an environment that allows you diverse chances and allows you to have motivating mentors, whether you want to foster your potential for the next level or discover what you are best at.

Internships and jobs

For a job at K&K, drop your profile at [email protected], and keep a track of the same. Which job opening is available at which time can be accessed here.

For legal and technical internship requests, please feel free to write to us at [email protected].

Hiring policy for internships and jobs

There is no such hiring policy at K&K for internships and jobs. But remember these:

Careers at Khurana and Khurana (K&K) are focused on developing well-rounded customer-centric employees. They create an environment that allows you diverse chances and allows you to have motivating mentors, whether you want to foster your potential for the next level or discover what you are best at.
Khurana and Khurana, as well as IIPRD, are two of the few Indian IP and Commercial Law/Consulting Organizations that provide unrivalled hands-on chances to assist in the creation, innovation, and development of world-class goods.

Average salary offered in jobs and internships

The average Khurana & Khurana Advocates And IP Attorneys salary ranges from approximately ₹3.3 Lakhs per year for a Legal Associate to ₹ 5.7 Lakhs per year for an Associate.

Interns are not paid here.

Singhania and Partners

Major Indian firms and global corporations, including Fortune 500 companies, are among Singhania & Partners’ clientele. Singhania & Partners has earned a reputation as “Construction Disputes Advisory Experts.” It has a proven track record of successfully representing construction corporations, consultants, contractors, and regulatory agencies in local and international arbitration courts.

Contact and address: P-24 Green Park Extension, New Delhi 110016, India, +91 (11) 4747 1414, [email protected].

Specialization

Corporate and commercial: They assist domestic and international businesses with everything from formation, registration, and public offerings to raising capital, selling, merging, acquiring, and combining businesses, as well as reviewing the overall framework of operations, compliances, and advising the board of directors on special transactions. They’ve advised top management of firms of all sizes on corporate governance protocols, AGMs, investor protection committee standards, and disclosure and transparency regulations.
Dispute Resolution: In a variety of cases, they have successfully defended and challenged Government Undertakings, Central and State Governments, and Authorities. They offer comprehensive services in preventive compliance, regulatory enforcement, and litigation representation for defendants and interested parties; contesting international and domestic commercial arbitrations before institutional and ad hoc forums; representing various clients before the National Company Law Tribunal (formerly the Company Law Board) in matters such as petitions for oppression and mismanagement; and interim relief for clients before, during, and after arbitration proceedings.
Intellectual Property Rights: By raising awareness and redefining what Intellectual Property can accomplish for their business, Singhania & Partners advise and support customers on trademarks, patents, copyright, designs, geographical indications, and plant varieties. Their main area of competence is working with customers from the moment they have an idea, finding the IP in it, advising on commercialization, and developing IP protection plans.

Perks of working

In reputable fora, Singhania & Partners practice leaders and colleagues routinely talk about current legal problems. Many attorneys have written chapters to recognised legal books and reputable periodicals, and as a result, it has become preferred employment in India for both law graduates and experienced legal professionals.
The firm offers work-life balance, high-performance culture, diversity, rewards meritocracy and ample growth opportunities.

Internships and jobs

For job vacancies refer: https://singhania.in/careers, otherwise mail at [email protected]

Internships for both short and long term are offered by the firm. Fill out the form available at: https://singhania.in/careers

Average salary offered in jobs and internships

Average Singhania & Partners LLP Associate salary in India is ₹ 4.1 Lakhs for 2 to 4 years of experience.

Interns are not paid.

Vaish associates

The expansion of Vaish Associates Advocates (“Firm”), which was founded in 1971, is a brilliant monument to its founder, Late Mr. O.P. Vaish. His imaginative leadership, mentoring, and hard work have helped the company become one of the country’s most well-known legal companies. It has served a wide range of clients since its beginning, including domestic and international firms, multinational corporations, and individuals. The firm now has operations in Delhi, Mumbai, and Bengaluru, as well as associates in practically all of India’s major cities.

Contact and address: 1st, 9th, 11th Floor, Mohan Dev Building, 13, Tolstoy Marg, New Delhi, 110001 (India) +91 11 42492525, [email protected].

Specialization

Direct and indirect tax: The Direct Tax team is widely acclaimed for its ability to find novel solutions to meet clients’ needs while addressing the complexities of constantly changing domestic and international tax regimes. The firm’s Indirect Tax team is well-equipped and dedicated to render advice and litigate across the entire spectrum of indirect tax laws. The team aims at suggesting practical and innovative solutions to its clients.
Corporate practice: From creation through dissolution, the Corporate team provides services to corporate entities at every step of their evolution.
Banking and structured finance: In the area of Banking and Finance, a full range of services is provided by actively assisting corporate clients in the drafting and review of various documents pertaining to all types of financial arrangements.
Private equity: The firm provides legal services to Private Equity and Venture Capital funds across the full range of their operations and activities.
Renewable energy practice: The Renewable Energy Practice team has gained extensive experience in advising project owners, developers, contractors and suppliers on project development and related transactional issues across India.
Insolvency and Bankruptcy Practice: The team has expertise advising on restructuring and all aspects of insolvency and bankruptcy including preparation of resolutions and notices; settling of outstanding liabilities; appearances before various authorities, courts, and tribunals.
Real estate and construction: The firm advises on all aspects of corporate real estate law, including cross-border real estate transactions, real estate investment banking, real estate transaction finance, joint ventures and project development, title due diligence, and general real estate and project finance (including mortgage-based financing, leasing, and so on), among other things.
Competition/Antitrust: The firm’s cross-disciplinary competence in law, accounting, and economics allow it to advise local and international corporations on anti-competitive agreements, abuse of dominance, and worldwide mergers and acquisitions, as well as provide litigation assistance.
Criminal law and white-collar crime: The firm has a strong litigation practice with its team of experienced lawyers advising clients in the field of White Collar Crimes, Anti Money Laundering, Economic Offenses, Income Tax prosecutions, Corporate Crimes, Company Law prosecutions, Black Money related offences, Extradition, Offences relating to Benami Transactions, etc.
Dispute resolution practice: The firm has an active Dispute Resolution Practice servicing a wide spectrum of domestic and cross border clients at various forums including the Supreme Court, High Courts, Civil Courts, Criminal Courts and regulatory bodies and tribunals including National Company Law Tribunal, National Company Law Appellate Tribunal, etc.
Intellectual Property Rights: The company has a specialised Intellectual Property and Information Technology legislation section (IP & IT) with a team of skilled lawyers and patent attorneys that assist both local and foreign clients in protecting and enforcing their IP & IT rights.
Information Technology: The firm’s team is actively involved in advising on issues in the field of Information Technology & Cyber Laws.
Entertainment law: The principal area of entertainment law has, within it, aspects related to intellectual property law as it involves trademarks and copyrights related to films, music etc. The firm’s team specialises in drafting contracts, negotiation and litigation support.
Employment and Labour: Firm with its in-depth understanding of various aspects of labour and employment laws insulate business organisations from challenges emerging from labour law statutes.

Perks of working

Vaish Associates Advocates aspires to be a multi-skilled, knowledge-based law practice that is guided by ethics and human values and provides quality and value in legal services.
The company provides a conducive atmosphere for attorneys’ overall growth and development.

Internships and jobs

Students in law schools can participate in internships at the company to gain first-hand knowledge of what it’s like to work in a law firm and as a corporate lawyer.
As an intern, you will be allocated to transactions as a team member and participating in practice area projects. You will be expected to put in long hours and will be counted on as a vital team member. Many of their interns have moved through our ranks to become trainees, associates, and assistants.
Vaish Associates has a limited number of internship slots available. They favour students who are in the last year of their LLB or LLM programme (or who are finishing their penultimate year of study). Send your resume to [email protected].

Average salary offered in jobs and internships

The average Vaish Associate’s Advocates salary ranges from approximately ₹7.6 Lakhs per year for an Associate to ₹ 7.6 Lakhs per year.

Ahlawat & Associates

Ahlawat & Associates (“A&A”) is one of India’s top full-service legal companies, with clients from all over the world. Their services include a wide range of industries, including assisting with foreign direct investment and business establishment in India, and their clientele includes both domestic and international people and businesses.

Contact and address: Plot No. 66, LGF, #TheHub, Okhla Phase III, Okhla Industrial Estate, New Delhi, 110020, India, 011-41023400, [email protected].

Specialization

Corporate Commercial: Commercial Corporate is one of Ahlawat & Associates’ core practice areas, and it largely comprises transactional and legal consulting services, such as advice on day-to-day business, regulatory concerns, corporate and government affairs.
Foreign Direct Investment: Over time, the firm has built itself a speciality in the field of foreign investment structuring and supporting investors, enterprises, businesses, and venture capital funds in legally compliant and cost-effective entry into India.
Mergers And Acquisitions: The practice of Ahlawat & Associates, which focuses on M&A, private equity, and venture capital investment transactions, is rapidly expanding. The company has been at the forefront of inventing creative structures to reduce the complexity of M&A transactions, including but not limited to complicated cross-border transactions involving many countries.
Media & Entertainment: The media and entertainment team at Ahlawat & Associates has extensive expertise and experience in this field, with latitudinal experience helping clients on both sides of the spectrum — publishing and production.
Direct And In-Direct Tax: A&A is widely considered as one of India’s best tax law companies, advising start-up businesses on direct and indirect tax structuring difficulties.
HR, Employment And Labour: The employment and labour teams at Ahlawat & Associates are skilled at advising clients on the myriad of requirements that must be followed by enterprises doing business in India.
Insolvency And Bankruptcy Law: A&A has been representing their clients in all Company Law Tribunals and assisting them in recovering their legal dues on a regular basis. They have a team of professional insolvency and bankruptcy attorneys that handle disputes on behalf of and against financial and operational creditors in a timely and cost-effective way.
Banking And Finance: Lenders, advisors, borrowers, banks, financial institutions, corporations, and others can benefit from Ahlawat & Associates’ wide banking and financial services portfolio. The business has helped clients with a variety of creative and difficult financial transactions and initiatives.
Litigation And Dispute Resolution: A&A is handling matters before the courts, quasi-judicial authorities, and tribunals including the Supreme Court of India, Reserve Bank of India, Arbitral Tribunals, High Courts of various states, District Courts, Company Law Tribunals and Consumer Courts.
Sports – Offline And Online: Through legal practice spanning from anti-doping, policy, contractual advising, media management, gaming and betting, athlete representation, and risk management, A&A is one of the few law firms in India that has developed acknowledged know-how and competence in sports law.

Perks of working

A&A has been able to cater to legal needs pan India as well as globally, its main founding office and headquarters is in Delhi and it is due to this foothold, A&A has played a vital role in providing advice to the government on various legal and policy-related issues and is amongst the few corporate law firms in India to have the experience and optimal understanding of interpretation and drafting of policy matters.
Offers a diverse working field for an employee.

Internships and jobs

Currently, the firm is not hiring for any positions. However, they would like to keep your CV’s in their database for future reference. Kindly drop your CV at [email protected].

Please note that only the applications received on the above-mentioned email address will be considered. Any application sent directly to the team will not be considered for recruitment.

The application for internship must be sent to the following id- [email protected].

Average salary offered in jobs and internships

Average Ahlawat & Associates – Law Firms In India Associate salary in India is ₹ 8.1 Lakhs for employees with experience between 3 years to 6 years. Associate salary at Ahlawat & Associates – Law Firms In India ranges between ₹ 6.6 Lakhs to ₹ 9 Lakhs.

Thukral Law Associates

Thukral Law Associates is a full-service law practice that offers a wide range of legal services to non-resident Indians (NRIs) on a variety of legal concerns. Their offices provide the greatest and most experienced legal services to domestic and international clients from more than thirty countries. The firm has two primary law offices in New Delhi and Punjab, which provide a comprehensive spectrum of legal services.

Contact and address: House No. 158 Block A 1, suite 3 Paschim Vihar, New Delhi-63 India, +91- 9999 00 9339, [email protected].

Specialization

Property- inheritance and real estate
Adoptions- inter-country and domestic
Matrimonial disputes and child custody
Criminal litigation and bail
Citizenship problems and immigration
Medical negligence
International arbitration
Business and corporate laws

For more information on the firm’s specialization refer here.

Perks of working

The firm offers a diverse working scope.
The firm has an international presence which helps the employees gain enough experience while working.

Internships and jobs

For the purpose of jobs, refer to their website for vacancies. They do not have any hiring policy as such.
For the purpose of internship, submit your CV along with the cover letter to their email – [email protected]. Within a span of 2-3 days, you will get a call for a personal interview.

Average salary offered in jobs and internships

Average annual salary in Thukral Law Associates is INR 2.6 lakhs.
No stipend for internship.

Maheshwari & Co

Maheshwari and Co. is a full-service legal company that represents clients in a wide range of high-value, sophisticated transactions. It has its offices in Delhi, Mumbai, Lucknow, USA.

Contact and address:

B 7/1, Safdarjung Enclave Extension New Delhi 110029, Tel: +91-11-4135-4615 , 11 26101906, F: +91 1126171201, E: [email protected]

Specialization

Corporate & Commercial
Merger & Acquisition
Intellectual Property Rights
Litigation
Criminal Litigation
Arbitration
Family Law
Banking & Finance
Insolvency & Bankruptcy
Pharma & Healthcare
Real estate
E-commerce
StartUps
Information Technology
Labour & Employment
NRI Services
Taxation
Telecom
Research
Infrastructure

To know more about the firm’s specialisation, refer to this link: https://www.maheshwariandco.com/practice-areas/.

Perks of working

Diverse working scope for employees.
International affiliations are available by providing employees interaction with divergent clients.

Internships and jobs

For jobs, refer: https://www.maheshwariandco.com/careers/.
For internships, refer: https://www.maheshwariandco.com/careers/.

Hiring policy for internships and jobs

For jobs, if you decide to live by the firm’s core values of honesty, integrity and service please send in your resume at [email protected].

Internship

For detailed information regarding an internship in this firm, refer to this link: https://www.maheshwariandco.com/careers/. The Intern Policy offers non-paid internships for interested undergraduate, graduate, and doctoral students. Based on your performance you may be offered an employment opportunity in future.

Eligibility & Selection

Students who have completed at least two years of the 5 year Law programme.
Students of the 2nd and final year of the 3-year LL.B programme.
Students who have appeared in their final year of law examination and waiting for their results.
Students of LL.M. programme, and International students studying in an overseas law school.

Pre-Joining Formality

To be eligible for the Internship Program, interested persons are required to send their resumes and a covering letter to the firm or can send emails at [email protected]. You may apply between 45 to 30 days in advance from the date of commencement of the internship.

Attributes that we admire in an Intern

Superior academic credentials
The right attitude, and temperament to learn
Team player
High in motivation and energy
Initiative
Interpersonal skills

Average salary offered in jobs and internships

The highest-paying job at Maheshwari & Co. is a Senior Associate with a salary of ₹8.4 Lakhs per year. The top 10% of employees earn more than ₹6.28 lakhs per year. The top 1% earn more than a whopping ₹15 lakhs per year.
No stipend for internships.

R K Sharma & Associates

R.K.Sharma & Associates Pvt. Ltd is equipped with a thorough understanding of their field of expertise. They provide services in the areas of export-import consultation, indirect taxation, and related legal issues.

Contact and address: 157, 1st Floor, DDA Office Complex, C.M., Jhandewalan Extn., New Delhi-110055, Email : [email protected].

Specialization

Corporate Law
Direct & Indirect Taxation Pre GST, GST Compliances and Refunds
Litigation
Indian Customs Act 1962,
Directorate General of Central Excise Intelligence (DGCEI)
Directorate of Revenue Intelligence (DRI),
Director-General of Foreign Duties (DGFT)
Export/Import Policy Directorate of Anti Dumping & Allied Duties
Banking and Finance
Pharma and Health Care
Infrastructure
International Arbitration
Short Landing
Rebate Claim
Baggage Claim
Drawback Claim
Anti Dumping Duty

If you want to know more about the specialization of this firm, refer to this link: https://www.rksharmaassociates.com/practice-area/.

Perks of working

Job security
Work-life balance
Friendly environment

Internships and jobs

Refer to the website of the firm for job offers and vacancies.
Kindly drop your CV, College ID along with a cover letter to [email protected].

Phoenix Legal

Phoenix Legal is a full-service, multi-disciplinary Indian legal practice that specialises in commercial, regulatory, consulting, dispute resolution and tax law. The business advises a diversified clientele, including domestic and foreign firms, banks and financial institutions, funds, promoter groups, and public sector organisations, from its main offices in New Delhi and Mumbai.

Contact and address: Phoenix House, 254, Okhla Industrial Estate, Phase III, New Delhi – 110 020, +91 11 4983 0000, +91 11 4983 0099, [email protected].

Specialization

For having an idea about the specialization of the firm, refer to this link: https://www.phoenixlegal.in/practices.php.

Perks of working

Employees can get a taste of working in emerging legal issues and aspects such as telecommunications, artificial intelligence, etc.
Good working environment facilitated by the firm.

Internships and jobs

For Associates positions, you could upload your resume and complete the form, available here. Or you can mail at,

For internships, you can mail at [email protected] or [email protected].

Hiring policy for internships and jobs

For jobs, there is no specific hiring policy by the firm.

Internship

The students should be able to possess

Good communication skills (should be able to express his/her views)
Team player quality
Right attitude with the temperament of learning

What do we offer?

Phoenix Legal offers students pursuing an education in law, a four-week internship across our two offices (New Delhi and Mumbai).

How can you apply?

The firm requests you to send in your application, eight to twelve weeks before the preferred date of the internship, enabling us to get back to you four to six weeks before the commencement of those dates.

You could either upload your resume and complete the form or email us on the below-mentioned addresses as per your preferred location:

Average salary offered in jobs and internships

Phoenix Legal Associate salary in India ranges between ₹ 10 Lakhs to ₹ 14.4 Lakhs with an average annual salary of ₹ 12.1 Lakhs.
Stipends aren’t offered in case of internships.

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

30‑Day Law Firm Job Training Program,
just for Rs. 100 →

Contract of Adhesion – Principles of Contract

By

Sneha Mahawar

-

January 4, 2022

0

This article has been written by Akshay Jaulkar pursuing a Diploma in Advanced Contract Drafting, Negotiation and Dispute Resolution. This article has been edited by Ruchika Mohapatra (Associate, Lawsikho)

This article has been published by Sneha Mahawar.

Introduction

When someone uses the word ‘Agreement’ or ‘Contract’, what we understand is the consent between two or more parties to execute a definite scope of work, and for performing these obligations there is an agreed consideration or compensation between the Parties and the contract between the parties is legally binding. Even the literal meaning of the word agreement is a situation in which people have the same opinion or they accept an arrangement made.

Now, imagine what would happen if there is no agreement or mutual consideration between the parties and still, they execute the agreements to get the work done. Appears to be terrible, right? Yet, many times knowingly, naively, or simply ignorantly, we sign such agreements on a day-to-day basis. When you purchase a house and sign a loan agreement with a financial institution, when a manufacturer sells its products and asks its dealers, sellers, distributors to simply sign on their global standard terms and conditions, or when you register yourself with an online stockbroking account, or the when you agree to the terms of use of software or a social media site, or simply when you purchase an insurance policy, etc. you are essentially signing a contract without discussing the terms first.

Do you even get a chance to put your points or negotiate for your own good in such situations? The answer is a big no. In legal terms, such agreements or contracts are categorized as ‘Contract of Adhesion’.

Let us find out more about the contract of adhesion, its history, how it differs from the principles of Contract in the following paragraphs.

What is the Contract of Adhesion

Definition

As per the Corporate Finance Institute, Canada (CFI Education Inc.),“Contract of Adhesion is an agreement between parties whereby one party (the one with a higher bargaining power) sets out all or most of the terms of the contract. The other party (the one with a weaker bargaining power) has little or no power to negotiate for reasonable terms.”

Characteristics of Contract of Adhesion

Standardization

Such contracts are drafted and made as a standard to be used for the masses. The content of the contract barely changes i.e., no scope of customization. Such standardization simplifies business transactions across a defined territory or for the worldwide business of the organization. They are generally used where there are routine and mass demands for goods and services.

Boilerplate clauses

Most of the clauses in such agreement are the boilerplate causes viz. definitions, confidentiality, liability and indemnification, term and termination, taxes and duties, force majeure, waiver of subrogation, notices, entire agreement, governing law, jurisdiction and arbitration.

Non-negotiable

Since such contracts are standard and make use of boilerplate clauses, there is hardly any room for negotiation. The individual or an organization that has been offered such a contract has to just read it and sign it. Since the terms are non-negotiable, the opposite party has very limited to zero bargaining power.

Time and cost-effective

Due to its nature of non-negotiation, the contract need not be revised frequently. Contracts are time and cost-effective as they are to be drafted only once and can be used for several years across the locations.

Sole Discretion

The Party providing such contract shall always have more power to modify or amend the present contract and business terms at its sole discretion. Even the rights related to the termination for convenience are predominantly on such a party’s side.

Risk on the buyer or customer

All of the above characteristics of the Contract of Adhesion put more risk on the buyer.

Often Ignored

With the emergence of digital platforms, e-commerce websites, internet-based businesses, social media, etc. the use of contract of adhesion has expanded drastically. As it involves the use of boilerplate clauses, it tends to be lengthy for the reader to read it completely and the user just ignores or accepts it considering it to be either irrelevant or less important.

In short, Contracts of Adhesion are standard, predictable, non-negotiable, and support the business to structure the transactions when the business is connected with the masses.

Pursuant to the above characteristics, sometimes such contracts are even referred to as ‘Take-it or Leave-it Contracts’. In such contracts, the drafting Parties are usually the businesses and the other party is usually a buyer or a customer or a consumer.

Contract of Adhesion vs. the general principles of Contract

All of the above characteristics show that Contract of Adhesion is quite opposite to the fundamentals of a normal contract viz. mutual consideration, right to negotiate, etc. Yet, such contracts of adhesion are popular amongst the businesses as it offers them better control, cost and time optimization, more authority, and easy governance.

Is Contract of Adhesion illegal

While the Contract of Adhesion is not illegal, courts all over the world still scrutinize carefully all such contracts to ensure that they are not unfair, unjust, unenforceable etc. Courts usually strike out or mark invalid or scrap the whole contract if they find out that the terms in such a contract are not fair. In general, courts disfavor the use of adhesion contracts but will not make them illegal. In any case, the contract of adhesion shall not be so unfair that it surpasses the common law and the law of the land.

Most concerning clauses

For the buyer or customer or consumer accepting the following clauses from the contract of adhesion can be a cause of concern:

Limitation of Liability

The actual damages caused can be more than the limitations put by the businesses, making it unfair for the customer.

Governing Law, Jurisdiction and Arbitration

Customers will have to accept the governing laws, and jurisdiction of the countries for which they have very limited to zero knowledge. Even the choice of whether there should be Arbitration or not, its rules, the seat of arbitration, and distribution of related costs everything will be controlled by the business.

Liquidated damages

Businesses having more control over the terms of the contract will try to ease or lower their responsibilities related to the liquidated damages.

Payment Terms

Only business will have all rights to decide on the mode of payment, no. of days within which payment shall be made, a requirement of the advance amount, credit period, bank guarantees, etc.

Elements of drafting a good Contract of Adhesion

Unconscionability

As such contracts are being drafted by organizations having a dominant hand in the transaction and the terms of these contracts are non-negotiable. It does not mean that the organization can draft extremely unjust or one-sided clauses. Clauses in the agreement shall not be biased; they shall be fair and as far as possible providing equal opportunities to the parties involved. If the court finds any such adhesion contracts that are oppressive or unconscionable, the court may refuse to enforce such a contract.

Use of simple language

The language of such contracts shall be fair, balanced, simple, and easily comprehensible to the parties involved whether it is an individual or other organization.

Compliance with international standards

Contracts of Adhesion shall be drafted in such a pattern that they can be distributed to the masses across the locations where an organization has its businesses.

Use of past cases

While drafting such contracts, it is advisable to make use of previous cases related to the contract of adhesion as a reference so as not to repeat the same wording due to which the court scrapped that contract.

Complaint addressing procedure

Contract of Adhesion shall have an established procedure for addressing the grievances of the parties involved or otherwise the other party who is signing the contract will have no place except the arbitrator or the courts to resolve any minor issue or a dispute.

Conclusion

Although, it is an individual’s or an organization’s choice whether it wants to enter into such contracts or not but in today’s world of internet-based services and globalized markets, it is practically impossible to avoid such scenarios. What one can do best, is to try to read the terms of these contracts before signing them and in case of any doubt reach to its legal advisor. Use of such contracts will increase in the future with the creation of new online businesses/marketplaces as using adhesion contracts, sales companies and customers can save time and money in terms of legal counsel when they are done properly.

References

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/joinchat/L9vr7LmS9pJjYTQ9

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

Handbook on Arbitration and Conciliation Act

By

Shoronya Banerjee

-

January 3, 2022

0

This article is written by Amit Sharma, pursuing Certificate Course in Introduction to Legal Drafting: Contracts, Petitions, Opinions & Articles from LawSikho. The article has been edited by Prashant Baviskar (Associate, LawSikho).

This article has been published by Shoronya Banerjee.

Table of Contents

Introduction

‘Ayodhya temple’, these two words can evoke a spectrum of emotions in India. With the emotions follow flashes of memories. And one of those memories is when in March of 2019, The Supreme Court had ordered the mediation in the Ayodhya case to be completed within 8 months and the first report to be submitted within four weeks.

Former Supreme Court judge FM Kalifulla, Sri Sri Ravi Shankar, and senior advocate and mediator Sriram Panchu constituted the “three-team mediation panel.” Many wondered how did “mediation” come into play, and why did SC order a mediation instead of just passing a decision?

This article will take you on a journey to the family to which “mediation” belongs- it’s called ADR or Alternate Dispute Resolution. Will explore briefly why ADR came to being, what it is, its journey, what it means in the Indian context, and where it is headed.

Let’s dive in

The world is now a village, they say. The credit of connecting the world is usually given to the advent of air travel, turbo-charged by digital transformation. But if you look at Maha Upanishads, which are said to be written between 500 CE and 1000 CE, the idea of Vasudhaiva Kutumbakam, which means “the world is one family”, is mentioned there too.

So be it the jet setters and space tourists of today or the ancient folks of bow and arrow of the past, this concept of the world being one nice, happy family, has been deeply ingrained in the human psyche.

And come to think of it, we do breathe the same air, are glued to the planet by the same invisible gravity, and the beautiful ball does indeed exist because of the same dazzling sun. So in a way, it is indeed accurate to say that the world is just one unit, village or family. Just a dysfunctional one. A family with a complex history of colonialism, cultural exchange, and class struggle.

A family whose members are still evolving and learning how to navigate the subtle traps of human weaknesses of greed, anger, lust, pride. A family with members who have tempers flaring, minds changing, and other variables leading to lots of conflicts. It is this conflict that has led to 4.5 crore pending cases in Indian Courts alone. And India is just about 17% of the global population, mostly the “non-litigation-loving” population. One can only imagine the number of conflicts in our “global village” where people are comfortable with litigation. Now throw in the increased cross-border trade continuously blurring the international boundaries. (See where I’m going with this?)

The need for alternate dispute resolution

This continuous blurring of the international boundaries aka the advent of globalization caused people and businesses to interconnect which, on one hand, led to great partnerships and successful enterprises, but on the other hand, created a realization that people had to look beyond traditional courts. The number of conflicts and disputes that were emerging had to be resolved and managed not just locally within countries but across borders. And this had to happen as quickly, quietly, and efficiently as possible. This premise led to the popularity of arbitration or the method of Alternate Dispute Resolution (ADR).

What is ADR ?

Harvard Law School’s site says, “Alternative dispute resolution (ADR) refers to a variety of processes and techniques designed to help disagreeing parties come to an agreement short of litigation.

These processes can include everything from facilitated settlement negotiation, in which disagreeing parties are encouraged to consult directly with each other prior to some other legal process, to arbitration, which can look and feel very much like a standard trial.

The most commonly used ADR systems are negotiation, mediation, collaborative law, and arbitration.

Lawyers often play a major role in ADR processes, either by advising clients on and representing them in proceedings, or by serving as adjudicators, arbitrators, conciliators, and/or mediators.”

ADR across the global village

While the need for a mechanism was tangible, there was a disparity between states and countries of the global village regarding the rules controlling the process, and the standards that both the parties could expect.

It was in response to this that the UNCITRAL (United Nations Commission on International Trade Law) designed & adopted the Model Law on International Commercial Arbitration. It was adopted in 1985 on 21^st June.

Model Law : UNCITRAL

The Model Law was adopted with the idea that all states of the global village while setting up their own domestic legislation on arbitration, will give the required consideration to the Model Law in order to preserve uniformity in the law of arbitral proceedings and to keep in mind the specific requirements of international commercial arbitration. (1)

The Model Law was enacted keeping in mind the necessary features in order to remove difficulties in regulating international arbitration by providing uniformity/standardization in the procedural and substantive rules/practices of arbitration.

Arbitration’s journey In India

This Model Law was framed after reviewing and taking into consideration the provisions related to arbitration under various legal systems. The rigor followed in the above-said process is what eventually created the possibility to integrate the Model Law into the legal systems of almost every nation, including India.

Informally, arbitration existed in the form of Panchayats, the good old days when elders of the village (the Indian village) would sit together and resolve disputes between quarreling members.

Formally, like most of the other Indian laws, this too was codified by the British in 1899, and it was called The Indian Arbitration Act, 1899. This statute was applicable only in the erstwhile Presidency towns (Calcutta, Bombay, and Madras).

It was after the CPC (Code of Civil Procedure, 1908) was promulgated, that the law of arbitration was codified. It was then put in the Second Schedule, and that is when it finally extended/got implemented across the other States across India. The domestic arbitration was later consolidated in The Arbitration Act,1940. This was based on the English Arbitration Act, 1934.

India kept evolving and made changes to the law on Arbitration in 1937, then in 1940, and in 1961 too, but it was The Arbitration and Conciliation Act, 1996 that consolidated all the aspects and created a law that addressed international commercial arbitration and domestic arbitration, enforcement of foreign arbitral awards and even made rules related to conciliation.

(On a side note: If you are wondering what is the difference between Arbitration and Conciliation:

Arbitration: If both the parties involved would like an independent third party to set a binding & enforceable determination to the dispute, then arbitration may be preferred. This is more formal. Proper rules of evidence etc. are followed. The decision is an award that is enforceable.

Conciliation: The choice of resolving the dispute is left to the disputing parties. If at all there is a possibility that both the parties may agree to a mutually acceptable outcome, then conciliation could be considered. This is more of friendly guidance and finding a way out.)

But it was after the 2015 amendments came into effect on October 23, 2015, that gave legislative approval to a pro-arbitration policy that was adopted by Indian courts. The Supreme Court’s subsequent decision in the case of Bharat Aluminium Co v. Kaiser Aluminium

Technical Services (2012 SC), which overruled the earlier position decided in

Bhatia International, Venture Global, and other similar judgments, that held that where

any arbitration was seated outside India, Indian courts would not have jurisdiction.

The 2015 amendments also included other clarifications and provisions, such as the introduction of various timelines to enable speeding up the arbitration (process). The orange and the red lists of the IBA Guidelines were included as schedules to the Arbitration Act.

For the most part, however, it was the Amendments in 2015 that put Incredible India on the trajectory to becoming a jurisdiction considered as “arbitration-friendly.” The law continues to evolve in India as is evident from the amendments as recent as in 2019 to enable a better positioning on “ease of doing business”.

Though there have been certain contentious issues which the government flirted with aka not allowing appointment of foreign law graduates as arbitrators (yet not notified) overall the chinks continue to get ironed out in order to speed up sorting out of complex commercial matters. Given the evolution of the law, the perception of India as an arbitration-unfriendly jurisdiction is slowly but surely changing.

Road ahead

Before I start invoking my magical crystal-ball-gazing powers to comment on the road ahead for ADR, it is important to understand the principles of the Model Law:

In fulfilling the requirements of international commercial arbitration, the Model Law observes the following principles:

“(1) That the parties should be free to agree on how their arbitration should be conducted.

(2) That, in the absence of agreement, the arbitral tribunal should be able to fashion the arbitration to suit the parties’ needs.

(3) That the arbitration should be conducted in accordance with rules, enforceable in courts.

(4) That the arbitration should be conducted fairly.

(5) That the arbitration should not be unduly affected by the municipal law of the country in which it is held.

(6) That there should be the uniform treatment of all awards, irrespective of their place of origin.

(7) That there should be certainty as to the extent of court involvement.

(8) That national legislation should take account of the principal international instruments, especially the New York Convention”.

In an ideal world, these would be acceptable to all reasonable people. But we don’t live in an ideal world. As we had established earlier, we are a family alright, but a dysfunctional family.

We, the people, and our politicians and the powers that be are still evolving, but at the moment, we find it difficult to look beyond personal gains, protectionism, and human weaknesses (which has been addressed earlier).

And it is not just a few people, but the geo-politics at the moment. The battle amongst nations for becoming a superpower, China, Russia, US and others trying to shift the tectonic plates to move the power centers of the world. The list of roadblocks is long.

So keeping in mind the existing climate, implementing the Model Law in spirit where these principles are fully implemented/imbibed by nations, by people, by businesses even, may take time. But we’ve taken massive strides in the right direction. And if we keep inching forward, maybe a generation or two later, these principles listed in the Model Law could become a reality.

References

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

All you need to know about incorporation of companies

By

Abanti Bose

-

January 3, 2022

0

This article is written by Nuthanaganti Tejaswini, pursuing Diploma in Law Firm Practice: Research, Drafting, Briefing and Client Management from LawSikho.

This article has been published by Abanti Bose.

Introduction

Business becomes a part of everyone’s life and it is done in different ways. Everyone’s ultimate goal is to make profits as much as possible and for that one needs to pick the right form of business and suitable steps for achieving goals. If you opt to form a Company form of business then this article will add to your knowledge regarding the key step called Incorporation.

Before going to the incorporation of a company we shall discuss some basic concepts concerning it. First and foremost is what is called a company.

What is known as a company?

A company is a legal entity which is formed by a group of people to run a different kind of business, in other words, it is a voluntary association of persons formed for undertaking some big business activity and each such member will contribute some amount for a common purpose. The money so contributed constitutes the capital of the company. The capital of the company is divided into small units called shares, since members invest their money by purchasing the shares of the company, they are known as shareholders of the company. It is established by the law and can be dissolved by law. The definition of a company is provided by Section 2 (20) of the Companies Act, 2013.

There are different types of companies for instance private companies (Section 2(68) of the Act), public companies (Section 2(71) of the Act), one-person companies (Section 2(62) of the Act), foreign companies, subsidiary companies (Section 2(87), Act), and holding companies, all these types of companies are based on their liability, members, public interest, and control.

What is the incorporation of a company?

The very meaning of incorporation is the inclusion of something as part of a whole, then the incorporation of a company which means constituting a company or any other organization as a legal corporation. It makes a company a legal person. According to legal regulations, there is no mandatory provision or an obligation to incorporate every company that comes into existence, however, just to enjoy certain benefits/advantages it is recommended to incorporate a company. There will be certain name changes of the company if it undergoes incorporation.

Example: ABC Private Limited, XYZ Limited.

Both above-mentioned examples indicate that both companies are incorporated under the legal regulations, but in a different way which means ABC Pvt. Ltd. is incorporated as a private company, whereas XYZ Ltd is incorporated as a public company.

Based on the number of members and the public interest companies are further categorized into i) Private company ii) Public company as stated above.:-

Private company

Which means a company has a minimum paid-up share capital, and it is prohibited from issuing shares to the public or transferring shares.
Minimum two persons are required to form this type of company and maximum is fifty persons.
These companies must write “Private Limited” after their names.

Public company

According to legal regulations, a company that is not a private company is called a public company.
Minimum seven persons are required to form a public company and the maximum is unlimited.
It can offer shares to the general public.
It must use the word “Limited” as part of its name.

Legal Regulations: The Companies Act, 2013 is an Act of the Parliament of India which regulates the incorporation of a company, responsibilities of a company, dissolution of a company, etc. The first Act enacted to regulate these matters was the Companies Act, 1956, later, it was superseded by the 2013 Act. In addition to the Companies Act, corporations are also subject to other regulations administered by the Ministry of Corporate Affairs (MCA).

Journey of the Companies Act

The first Companies Act was enacted in 1956, so far it has been amended several times. The Companies Act, 1956 remained in force for a long time, later major amendments took place in the year 2000. For the first time, NCLT (National Company Law Tribunal) and NCLAT (National Company Law Appellate Tribunal) were introduced in the year 2002. Later in 2006, Director Identification Number (DIN) and online filing of documents were introduced through the MAC21 project.

Later, based on the J.J. Irani committee, the Companies Act, 2013 was brought forward, it received the assent of the President on 29th August 2013.

Some key highlights of the Companies Act, 2013 were:

-Key Managerial Person,

-Entrenchment clauses,

-Women directors,

-Corporate Social Responsibility,

Further, it was amended in years 2015, 2017, 2019, 2020, and 2021

Latest Amendment: Concerning the incorporation, there is a recent amendment called The Companies (Incorporation) Fifth Amendment Rules, 2021 which deals with the ‘allotment of a new name to the existing company under Section 16(3) of the act’.

Why incorporate a company?

Despite there being no obligation or any mandatory provision to incorporate every company, there are certain benefits to the incorporated company. So, just to enjoy certain legal benefits companies are incorporated.

What are the key features of incorporating a company?

The incorporation describes the way how a company was legally formed and came into existence.
Incorporation involves drafting and writing up the Article of Incorporation and also identifying the shareholders.

Benefits of incorporating a company

The following are the advantages of incorporating a company.

Limited liability: Shareholders of a company are liable only to the extent of the face value of shares held by them. Their private property cannot be attached to pay the debts of the company. Thus, the risk is limited and known. This encourages people to invest their money in corporate securities.

Example: if A buys 5 shares in a company ‘XYZ’, each share value is Rs. 1000, then he will be liable only for 5000 and not beyond that.

Large financial resources: The company form of organisation enables to mobilise huge financial resources because of the principle of limited liabilities and diffusion of ownership. It collects funds in the form of shares of small denominations so that people with small means can also buy them. The benefits of limited liability and the transferability of shares attract investors.
Continuity of existence: A company is an artificial person created by law and possesses independent legal status. It is not affected by the death, insolvency, etc of its members. Thus, it has perpetual existence.

Example: if A is a promoter or a shareholder of a company ‘XYZ’, now, if A dies then the company ‘XYZ’ will not dissolve and it will be continued by other promoters or shareholders.

Benefits of large-scale operation: This is the only form of business organisation that can provide capital for large-scale operations. It results in large-scale production consequently leading to an increase in efficiency and reduction in the cost of operation. It further opens the scope for expansion.
Liquidity: The transferability of shares acts as an added incentive to investors. The shares of a public company can be traded easily in the stock exchange. The public can buy shares when they have money. Prospective investors can invest and convert shares into cash whenever they need money.
Professional management: Companies, because of their complex nature of activities and a large volume of business, require professional managers at every level of their operation. This leads to efficiency in the management of their business affairs.
Research and development: A company generally invests a lot of money on research and development for improved processes of production, designing and innovating new products, improving quality of product, new ways of training its staff, etc.
Tax benefits: Although the companies are required to pay tax at a high rate, in effect, their tax burden is as low as they enjoy many tax exemptions under Income Tax Act.

Disadvantages of incorporating a company

Along with the advantages in incorporating a company, there are some disadvantages too, they are:

Too many legal formalities: The formation of a company is a time-consuming process and also expensive. Many legal formalities have to be observed and several legal documents have to be prepared and filed. Delay in the formation may deprive the business of the momentum of an early start.
Lack of motivation: The directors and other officers of a company have little personal involvement in the efficient management of a company. The separation between ownership and control and the absence of a direct link between effort and reward may lead to a lack of personal interest and incentive. It is difficult to keep a personal touch with all the customers and employees. As a result, the efficiency of business operations may be low.
Delay in decisions: Red Tapism and bureaucratic hurdles do not permit quick decisions and prompt action in the company form of organisation. There is little scope for personal initiative and a sense of responsibility. Paid employees like to play safe and tend to shift responsibility. There is a lack of flexibility of operations in a company.
Excessive Government control: At every stage in the management of a company, there are legal rules and regulations. Several legal provisions have to be followed and reports have to be filed. Such legal interference in day-to-day operations results in a lack of secrecy. A lot of time and money is spent complying with statutory requirements.
Unhealthy speculation: The shares of a public company are dealt in on a stock exchange. The prices of these shares fluctuate depending upon the financial health, dividends, prospects, and reputation of the company. Directors of a company may indulge in speculation based on inside information for private gain. Company organisation may also lead to concentration of economic power in a few hands.
Conflict of interests: Company is the only form of business wherein a permanent conflict of interests may exist. In a company, conflicts may continue between shareholders and board of directors or between shareholders and creditors, or between management and workers.
Lack of secrecy: Under the Companies Act, a company is required to disclose and publish a variety of information on its work. Widespread publicity of affairs makes it almost impossible for the company to retain its business secrets. The accounts of a public company are open for inspection to the public.

By comparing advantages and disadvantages, disadvantages are not much considerable over the advantages.

What to do to incorporate your company?

Before starting with the incorporation procedure you have to keep some general or basic documents handy so that there will be no last-minute rush.

Some general documents

Identification proof of all the directors and shareholders (ex: Pan Card, Aadhar Card, Passport, Driving license).
Address proof of all the directors and shareholders of a company (Ex: Bank account statement, any utility bills, Ration Card).
Director Identification Number (DIN),

Digital Signature Certificate (DSC) of a director or partner,

Designated partner Identification Number (DPIN) in case of LLP registration.

Passport size photographs.
Registered office address proof:

NOC form from the owner of the premises for using that address as a registered office address,

Any utility bill in the name of the owner with his/her signature.

Form DIR-2 (signed by directors of the company), consent to act as Director.

Steps involved

Get your company’s name approved by the Ministry of Corporate Affairs

First and foremost, select a name of your own will and it should not match with or resemble any other company’s name that is already incorporated, select at least more than one name so if there are any chances for not accepting the name you can go with the backup name, you can check the MCA (Ministry of Corporate Affairs) portal if the name you selected has already existed or not. The name you selected should not violate any provisions of The Emblems and Names (Prevention of Improper Use) Act, 1950. Now the name should be approved by MCA through the SPICe+ (Part A) form, where we have to fill in details of the business viz., type of company, category, subcategory, division, and objects of the company. The objects of the company column cannot be changed later. On the other hand, we can start the process of incorporating simultaneously while applying the name. For this, an amount will be charged, Rs. 1000, if the name does not get approved due to some discrepancy, we can resolve it within that paid amount. Later, you can change the name of your company according to Section 13 of the Act.

Preparation of documents/certificates

Apply for Director Identification Number and Digital Signature Certificate.

Director Identification Number (DIN)

According to Section 266A of the Companies Act if an individual who wants to become a director of a company needs to apply for DIN through e-form DIN-1. It is individual-specific, not company-specific.

Digital signature certificate

It is an electronic format of a signature and the certificate is used as a proof of identity. After 2006, every document prescribed under the Companies Act, 1956 is required to be filed with the use of DSC by the person who is authorised to sign the documents, the certificate must register with MCA. Hence, it is compulsory to obtain DSC before filling e-Form 1A.

Get ready with drafted Memorandum of Association and Articles of Association

Both the MoA and AoA are important and main documents for this process.

Memorandum of Association (MOA)

Articles of Association(AOA)

Section 2(56) of the Companies Act, 2013 defines MoA as a constitution of the company. The company works based on the framework given in the memorandum. MoA must be prepared by all the companies and filed with the registrar. It defines the relationship between the companies and outside the world. It cannot be changed easily. It is subordinate only to the companies act. The company works in the legal provisions of MoA. Any act of the company beyond the scope of the memorandum will become void.

Section 2(5) of the Act defines AoA. The articles contain bye-laws for the day-to-day working of the company as set out in the MoA. Public companies may not have their articles. They can adopt Table-A of Schedule-1 as its articles. It defines the relationship between the company and the members among themselves. It can be altered easily by the special resolution of shareholders. It is subordinate to the memorandum and companies act. If anything is done beyond the scope of the articles will not be void.

Fill the information in the MCA portal (the exact process you see while filing)

The process of incorporating will start with an e-form which is SPICe+(Part B), where you have to fill in details of the structure of the company, share capital details of the company, address of the company (if you have), if not, you can later inform address details to the registrar of companies (comply Section 12 of the Act), the number of subscribers and directors, their details or DIN (Directors Identification Number) number, and how many shares you are going to subscribe at the time of incorporating. You have to confirm whether you have already paid the stamp duty or not, if not you have to pay it then and there, Rs. 1000 for AoA, Rs.200 for MoA, ands.100 for E-Form. Later, we are required to fill the business PAN and TAN details together and at last, it will have appeared in your incorporation certificate, and you have to fill in your source of income details and upload some utility bills (not older than 2 months), and NOC. Subsequently, a declaration form shall be filled by the subscribers of the company, it should be affixed by a digital signature certificate (DSC).

Later, you have to fill in GST (optional) and professional tax (mandatory), and Employment State Insurance Corporation (ESIC) through the AGILE-PRO-S form in the MCA portal. Photo and authorized signature shall be uploaded and personal phone number and email id shall be confirmed with OTP. Details of the branch office shall be mentioned (if any).

Further, you need to submit your drafted MoA and AoA. After submitting the AGILE-PRO-S form we need to affix the DSC of every subscriber, and professional (who do incorporate). All the e-forms shall be submitted again, along with DSC (Digital Signature Certificate).

On approval of all the forms i.e., SPICe+, AoA, MoA, and AGILE-PRO-S, you will be getting a certificate of incorporation, which means your company is successfully incorporated.

Registration procedure of Private Limited Company | LegalRaasta |

CIN

It is a Corporate Identity Number given to the company which is incorporated whether listed or unlisted, the number contains 21 alphanumeric digits. This CIN is used for tracking all the aspects and details of the company from its incorporation.

Example: U00000AP2020PLC123456

How to read CIN:

U (1^st digit): It tells us the listing status, U defines it as unlisted, if it is L then the company is listed.
00000 (2^nd-6^th digit): Concerned ROC code.
AP (7^th and 8^th digit): It tells about the state code, AP- Andhra Pradesh.
2020 (9^th-12^th digit): Year of incorporation.
PLC (13^th-15^th digit): PLC- Public Limited Company.
PTC- Private Limited Company.
123456 (16^th-21^st digit): Registration number.

Commencement of business certificate

Any private limited company may begin its business activities from the date of its incorporation. However, according to Section 149(2A) of the Companies Act, 1956 any Public Limited Company to start its business activities, must obtain a certificate called Commencement of Business.

Earlier incorporating a company is in offline mode where you have to go to the Registrar of Companies anyway, however, now the process is completely online mode from registering the name to getting Certificate of Incorporation.

Conclusion

Hence the incorporation of a company has its pros and cons, however, if you feel incorporating your company is very expensive and time-consuming then you must realise its core advantages. As soon as a company is incorporated it becomes a legal person and it will have its identification, property, and distinct from its members. It describes the way how a company is legally formed and brought into existence and truly depends on the needs of the business.

References

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

Ajay Kumar Shukla v. Arvind Rai : right to be considered for promotion

By

Rachit Garg

-

January 3, 2022

0

This article is written by Ishan Arun Mudbidri, from Marathwada Mitra Mandal’s Shankarrao Chavan Law College, Pune. This article talks about the recent Supreme Court verdict on the right to be considered for promotion.

Table of Contents

Introduction

The joy of getting promoted is unparalleled. It is one of those things in an employee’s life, which just happens unexpectedly and suddenly. However, the basis of giving promotions has always been an issue in India. The Supreme Court in a recent verdict held that the right to be considered for promotion and not a promotion in itself should be a fundamental right.

Why getting a promotion is important for an employee

Despite there being various debates on whether giving a promotion is a right or a privilege, what matters to an employee is that their work is getting appreciated and they are getting a reward for it. A promotion is important because it motivates the employee to work harder. It also helps the business to expand and yield better results in the future. Further, when an employee brags about his/her promotion on various social media posts, blogs, etc. customers might get influenced and would join the company’s client base, which would further expand the company.

For a third person, the promotion of an employee is just moving up in the leadership chart of an organisation, but for an employee regardless of the increased salary, and other perks, it is a matter of great pride and self-esteem.

Ajay Kumar Shukla v. Arvind Rai

“We have time and again pressed for the right to be considered for promotion as a fundamental right”, said a three-judge bench consisting of Justices DY Chandrachud, Justice Vikram Nath, and Justice BV Nagarathna of the Supreme Court, while giving their verdict in Ajay Kumar Shukla v. Arvind Rai (2021). The Apex Court in Ajit Singh v. State of Punjab (1966), and in Maj. General HM Singh VSM v. Union of India (2014), had laid emphasis on the right to be considered for promotion. The Court in these cases while referring to Article 14 and Article 16 of the Indian Constitution, stated that promotion should be given to candidates who are satisfying all the criteria and it should be given based on merit, rather than seniority.

Background

The Division Bench of the Allahabad High Court in Rajesh Kumar Singh v. Rajeev Nain Upadhyay and 24 others (2019), had set aside the judgment of the single judge to quash the seniority lists dated 5.09.2006 and 5.03.2010 and had dismissed the writ petition. In the present case, the appellants are not happy with the seniority lists dated 5.09.2006 and 5.03.2010 and challenged the same by way of the original writ petition. The appellants are from the Mechanical and Civil engineering streams of the Department of Minor Irrigation, Uttar Pradesh, whereas the respondents are from the Agricultural stream. Both parties to the case are working as junior engineers. Earlier the seniority list dated 5.03.2010 was challenged, but during the pendency of the petition, the first seniority list dated 2006 was also challenged.

The Department of Minor Irrigation in 1998, announced the recruitment of junior engineers which had 206 vacancies available. The posts were further divided into agriculture, mechanical, and civil streams in the ratio of 50:30:20 respectively. After conducting written exams, interviews were held. The interviews of the candidates having a diploma in agricultural engineering were conducted from 7.06.1999 to 26.6.1999, whereas the interviews of the candidates holding a diploma in mechanical engineering were held from 24.06.1999 to 2.07.1999. The interviews of the remaining candidates having a diploma in civil engineering were held from 7.07.1999 to 22.12.1999. After conducting interviews successfully, the results were announced on three separate dates. 28.09.1999, for the candidates from the agricultural stream, 6.01.2000 for the candidates from the mechanical stream, and 7.11.2000, for the candidates from the civil stream. The Commission had announced three separate dates for the three streams but the sequence was the same as promised-agriculture, mechanical, and civil. The petitioner and the respondent joined on 8.01.2001, on the date when the appointment letter was sent by the Commission. It was strictly promised that the seniority will be decided later on.

In 2006, after five years, a fresh seniority list was published. The last sentence of this order stated that the candidates were appointed on a merit basis. Later, on 5.03.2010, the final seniority list was published due to the objections raised for the first seniority list. In one of the paragraphs of this order, the sequence of the streams was mentioned. It was further mentioned that the candidates were placed in the same sequence as they were received with their seniority. The agricultural candidates were placed at the top, the mechanical candidates were placed at 2nd, and the civil candidates were placed third. The appellants came to know of this after the final seniority list was published. Hence, they were bound to make representations to the authority to change the list according to the merit of marks obtained among the candidates, rather than preparing a seniority list on the basis of receipts received.

When no response came from the Uttar Pradesh Public Service Commission regarding this, the appellants filed the writ petition in the Allahabad High Court.

Contentions

Respondent’s side

Senior counsel Shri Gopal Sankaranarayanan and learned counsel Shri Rohit Sthalekar, appearing for the respondents, made their submissions. The submissions made were that the appellants took a lot of time in approaching the court, and due to this extraordinary delay, their claims should not be entertained.

Further, there is no violation of any statutory provisions mentioned in the Uttar Pradesh Government Servants Seniority Rules, 1991 and the Uttar Pradesh Minor Irrigation Department Subordinate Engineering Service Rules, 2009.

Appellant’s side

On behalf of the appellants, learned senior counsel Shri Sidhartha Dave and Ms. Preetika Dwivedi made their submissions. The submissions made were that the appellants came to know about the corrections in the seniority list after it was published in 2010. Hence, there is no delay on the part of the appellants in approaching the Court.

The list has been prepared based on the order of the receipts received, hence, it is violating the provisions mentioned in the 1991 and 2009 Rules.

Point of debate

Both parties heavily relied on the provisions mentioned in the 1991 and 2009 Rules. These rules are framed under Article 309 of the Indian Constitution. Article 309 states that the legal provisions of that particular Legislature can regulate the recruitment and conditions for services of persons for jobs and posts in connection with the Union or any State.

Now, Rule 5 of the 1991 Rules provides for the rule of seniority only in case of direct recruitment. This Rule states that, when appointments are made through direct recruitment, seniority among the persons appointed on the result of any one selection shall be the same as it is shown in the merit list prepared by the Commission. Provided that, the candidate appointed directly should have a valid reason. The Rule further states that the persons appointed subsequently shall be junior to the person appointed in the previous selection.

In the 2009 Rules, Part V laid down the procedure for recruitment of candidates from Rule 14 to 17. In this, Rule 15 states that the Commission should prepare the list of candidates according to their proficiency, and the total number of marks from the written exam and the interview. The list should be further submitted to the final Authority. Rule 16 states that, the recruitment of candidates by promotion shall be done on the basis of seniority. And lastly, Rule 21 states that the seniority of the persons appointed in any category of service shall be according to the 1991 Rules.

Findings of the Court

The Allahabad High Court had allowed the writ petition and issued the writ of mandamus ordering for a fresh seniority list in accordance with Rule 5 of the 1991 Rules. The Supreme Court however observed:-

Rule 5 and Rule 8 of the 1991 Rules state that the seniority appointments should be made only by direct recruitment and the persons so appointed, as a result of any one selection shall be the same as is shown in the merit list prepared by the Commission. Hence, in the above case, there was one selection for three streams, agriculture, mechanical, and civil. Hence, there has to be one seniority list of junior engineers also. Further, the Commission has mentioned in its counter-affidavit, that it failed to combine all three streams in one merit-list and left the responsibility for the same on the Appointing Authority. Hence, it was noted that the Appointing Authority had committed an error while preparing the seniority list. The Authority had placed three lists on different dates, as per the dates of the receipt of the three lists.

Further, the appellants came to know about the three lists when the final seniority list in 2010 was published. When the first seniority list was published in 2006, while the list stated that it was according to merit, in reality, it was placed in the order of receipts received, hence, a huge error was committed by the final authority and the Commission.

Regarding the extraordinary delay in approaching the Court remark by the respondents, the Court opined that when the first seniority list was published in 2006, it did not mention anything about three separate lists for three streams. It was in 2010 when the appellants came to know of the three separate lists. They filed their first writ petition in 2012, which was two years from the date of the published list. Hence, this cannot be a ground for the delay, as the appellants had started pursuing their case after 5.03.2010, i.e after the list was published.

Dealing with the issue of promotion, the Court stated that, the promotion of junior engineers would be to the post of assistant engineers, which has no separate stream. Hence, the engineers from the agricultural stream (batch of 2001) should have first promotion than the junior engineers from the mechanical and civil streams despite having low marks.

Finally, the Court opined that the Authority should have a combined merit list based on merit and proficiency. Hence, the Court allowed the appeal.

Merit vs. seniority

Now that we have talked about a case where merit was considered to be the first choice, it is important to know why this is a debate. Seniority means the experience and the years put in by an employee, whereas, merit is the proficiency and the qualifications possessed. This is often a difficult task for the leadership in an organization because there is always going to be frustration among the staff regarding promotion. While seniority brings in more experience and an influential mind, merit-based promotions are fueled with efficiency and create healthy competition among the staff. While merit-based critics might hold the decision of promoting a certain individual to be biased, others might say following a strict performance-based promotion policy will foster the growth of the organization. Similarly, for seniors, some people might say we need fresh talent and expertise, others might say “you still got it”. Hence, merit vs seniority poses a huge challenge to the HR department in the company.

Conclusion

The debate between merit vs seniority is an eternal one. Both in their own ways are important for a company to function. Amidst this, the Supreme Court’s remark of ‘right to be considered for promotion’, is what people must look at.

References

https://www.scconline.com/blog/post/2021/12/10/right-to-promotion-is-not-considered-to-be-a-fundamental-right-but-consideration-for-promotion-has-now-been-evolved-as-a-fundamental-right-supreme-court/

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

All you need to know about doli incapax

By

Sneha Mahawar

-

January 3, 2022

0

bl-legal — Image source - https://bit.ly/30cTRtA

This article is authored by Nidhi Bajaj, of Guru Nanak Dev University, Punjab. In this article, the author has provided a comprehensive outline of the doctrine of doli incapax.

This article has been published by Sneha Mahawar.

Table of Contents

Introduction

“The younger the child in age, the lesser the probability of being corrupt.”

Doli incapax literally means ‘incapable of wrong’. It is a principle that deals with the protection of children from criminal liability. It is presumed in law that a child below 7 years of age(in the case of India) is incapable of knowing the consequences of his actions and hence is granted complete immunity from criminal liability. In this article, the author will talk about the doctrine of doli incapax in detail including the legal provisions dealing with it under the Indian Penal Code, 1860.

Meaning and basis

Doli incapax is a Latin legal maxim meaning ‘incapable of doing any harm or incapable of committing a crime’. It is a presumption that a child is incapable of forming the necessary criminal intent for committing an offence.

The maxim is based on the following reasoning/principles:

A person is to be held criminally responsible only for those acts that he intends to commit.
A child below the age of 7 years does not have sufficient mental understanding to know the consequences of his actions and therefore lacks the criminal intention/mens rea required to hold a person guilty of an offence.
A child has to be protected from the rigours of the law at his tender age.

Legal provisions under the Indian Penal Code, 1860

Section 82: Absolute immunity

Section 82 of the Indian Penal Code, 1860 under Chapter IV relating to ‘General Exceptions’ provides that any act of a child under 7 years of age is not an offence, “Nothing is an offence which is done by a child under 7 years of age”. Thus, no child under 7 years of age can be held criminally responsible. As the child below such an age is incapable of distinguishing between right and wrong, the law confers absolute immunity from criminal prosecution, trial and conviction to such child. While explaining the reason for exempting infants from criminal liability, Blackstone has said that infancy is a defect of understanding and therefore, the infants under the age of discretion should not be punished. However, it is pertinent to note that the age of discretion varies from country to country. Section 82 has a wide scope and the protection provided to infants extends not only to offences under the I.P.C. but under local and special laws as well.

Section 83: Qualified or partial immunity

Section 83 of the I.P.C. provides partial immunity from criminal liability to a child who is above 7 and under 12 years of age. It provides that: Nothing is an offence which is done by a child above 7 years of age and under 12, who has not attained sufficient maturity of understanding to judge the nature and consequences of his conduct on that occasion.

Ingredients of Section 83

The act is committed by the child.
The child is above 7 years of age and below 12 years of age.
The child has not attained sufficient maturity of understanding to judge the nature and consequences of his conduct on that occasion.

This means that a child between 7 to 12 years of age will be absolved from criminal liability only if it can be proved that on the date of commission of the offence, the child had not attained sufficient maturity of understanding to judge the nature and consequences of his conduct. To find out as to whether the child has attained sufficient maturity of understanding, the nature of the act, the conduct of the child before and after the act, his behaviour, and conduct in court are relevant considerations.

Example: A, a child aged 10 years goes to his friend B’s house and picks up his mother’s silver bracelet worth Rs. 1000 which was lying on the table and immediately sold it for Rs. 500 and misappropriated the said money. The conduct of A shows that he was sufficiently mature to understand the nature and consequences of his actions and therefore was guilty of theft under Section 378 of I.P.C.

Case Laws

Hiralal Mallick v. State of Bihar (1977)

Facts of the case

In this case, Hiralal Mallick, a 12-year-old boy along with his two elder brothers was charged with the homicide of one Arjan Mallick and the three were convicted under Section 302 read with Section 34 of I.P.C. The appellant had inflicted cuts on the neck of the deceased with a sharp weapon in an act of revenge and then had run away like the rest. In appeal, the High Court directed the conversion of conviction under Section 302 into one under Section 326 read with Section 34 I.P.C. Considering that on the date of commission of a crime, the appellant was of 12 years of age, the Court took a compassionate view and reduced his sentence to 4 years of rigorous imprisonment. An appeal by special leave was preferred by the appellant from the order and judgement of the High Court.

The decision of the Supreme Court

The Hon’ble Court dismissed the appeal and upheld the conviction of the appellant. It was held that the prima facie inference that the appellant had the intent to endanger the life of the deceased stands unrebutted. Moreover, no evidence was shown addressing the age of the appellant or his lack of sufficient maturity at the time of the commission of the offence. The Court held that where a crime is committed by the concerted action of a group of persons, the degree of criminality may vary depending not only on the injurious sequel but also on the part played and the circumstances existing at that time. In such a case, a personalised approach has to be taken with regard to each participant in the act regarding the circumstance of involvement, his doli capax, age and expectation of consequences.

Kakoo v. The State of Himachal Pradesh (1976) SC

In this case, the accused Kakoo, aged 13 years was convicted for committing rape of a minor child of 2 years. He was sentenced to 4 years of rigorous imprisonment by the High Court of Himachal Pradesh. A leave by Special leave was preferred under Article 136 of the Constitution of India. It was argued before the court that at the time of the commission of a crime, the accused was merely 13 years of age and hence the best way to reform him would be to put him in the care of his father subject to execution of a bond by the father for the good behaviour of his son. The court while referring to Section 82, Section 83 of the I.P.C. and the need to treat juvenile offenders with a humanitarian approach reduced the sentence of the appellant to one year rigorous imprisonment and a fine of Rs. 2000.

Ulla Mahapatra v. The King (1950) Orissa HC

In this case, the appellant Ulla Mahapatra, a child of 11 years of age advanced towards the deceased holding a knife in his hand with a threatening gesture saying that he would cut him into pieces and thereafter struck him on the neck due to which the deceased died on the spot. He was convicted under Section 302 I.P.C. and was sentenced to transportation. In appeal, the Orissa High Court held him guilty of an offence under Section 302 I.P.C. and ordered that the accused be sent to a reformatory school for 5 years instead of sentencing him to transportation.

Shyam Bahadur Koeri v. State of Bihar (1967) Patna HC

In this case, a child aged below 7 years found a gold plate and did not report this fact to the Collector. After getting knowledge of the aforesaid fact, the Collector ordered the prosecution of the child under the Indian Treasure Trove Act, 1878. The Court held that the child being under 7 years of age is doli incapax and thus entitled to benefit of Section 82 of I.P.C. and ordered his acquittal.

International perspective and the Juvenile Justice (Care and Protection of Children) Act, 2015

United Nations Convention on Rights of the Child (UNCRC)

Article 40(3)(a) of the United Nations Convention on Rights of the Child(UNCRC) provides that the state parties shall establish a minimum age below which children shall be presumed not to have the capacity to infringe the penal law. It also provides that the states shall seek to promote the establishment of laws, procedures and institutions which shall specifically apply to those children who are accused of any offence including measures for dealing with such children without resorting to judicial proceedings.

Minimum age of criminal responsibility

The Committee on the Rights of the Child has recommended that the state parties should set at least 12 years as the absolute minimum age of criminal responsibility and to continue to increase it to a higher age level.

General Comment No. 24 states that over 50 state parties have raised the minimum age following the ratification of the UNCRC, with 14 being the most common minimum age of criminal responsibility internationally.

Minimum age of criminal responsibility in different jurisdictions

10 years	England, Wales, Northern Ireland
12 years	Canada, Netherlands, Republic of Ireland
13 years	France, Poland
14 years	Austria, Germany, Italy
15 years	Denmark, Finland, Sweden
16 years	Portugal
18 years	Belgium

Juvenile Justice (Care and Protection of Children) Act, 2015

The Juvenile Justice (Care and Protection of Children) Act, 2015 provides a child-friendly approach for dealing with child and juvenile offenders/accused i.e. adjudication and disposal of matters keeping in mind the best interests of children and also provides for their rehabilitation. The Act defines a child and a juvenile as someone who has not completed the age of 18 years. It deals with:

Child in conflict with the law- A child who is alleged or is found to have committed an offence and who has not completed 18 years of age on the date of commission of the offence.
Child in need of care and protection-This includes children without any home, children found working in contravention of labour laws, mentally ill or physically challenged children or abandoned children etc.

Section 3(i) of the Act provides for the principle of presumption of innocence to be followed in the administration of the Act which lays down that, “Any child shall be presumed to be innocent of any malafide or criminal intent up to the age of 18 years”.

Also, the Act under Chapter IV comprehensively deals with the procedure in relation to children in conflict with the law. Special procedure is provided for dealing with children who are accused of a criminal act in that the child cannot be placed in a police lock-up or lodged in jail and the person in whose charge a child in conflict with law is placed shall undertake the responsibility of a child as a parent.

However, Section 15 of the Act provides for circumstances where a juvenile may be tried as an adult which are as follows:

Age of child: The child has completed 16 years of age or is above 16 years of age.
In case of heinous offence: The child is alleged to have committed a heinous offence i.e. an offence punishable with minimum imprisonment of 7 years or more.
A preliminary assessment by Board: A preliminary assessment shall be conducted by the Board with regard to the children-

Child’s mental and physical capacity to commit the crime,
His ability to understand the consequences of the offence, and
The circumstances in which the offence was allegedly committed by him.

The assistance of experts: The Board is empowered to take the assistance of experienced psychologists, or psycho-social workers, or other experts for the purpose of conducting such assessment as aforesaid.
Matter to be disposed of by Board: If the Board is satisfied on such preliminary assessment that the matter should be disposed of by the Board, then the Board shall follow the procedure laid down for trial in summons case under the Code of Criminal Procedure, 1973.
Trial as an adult: Section 18(3) provides that if the Board is satisfied after the preliminary assessment that there is a need to try such a child as an adult, it may order the transfer of the trial of the case to the Children’s Court having jurisdiction to try such offences.

Conclusion

Section 50 of the UK’s Children and Young Persons Act, 1933 provides that no child under the age of 10 years can be guilty of any offence. However, the rebuttable presumption that a child over 10 years of age is doli incapax was abolished by Section 34 of the Crime and Disorder Act, 1998 in England and Wales.

Whereas in Australia, the minimum age of criminal responsibility below which a child is deemed incapable of committing a crime is 10 years and the rebuttable presumption of doli incapax applies to all children aged 10 to 14 years at the time an alleged offence is committed.

While there might be discussions and criticism surrounding the inability to come up with a fixed age up to which a child should be considered as doli incapax, still the importance of the doctrine of doli incapax cannot be ignored for a split second as it constitutes a crucial measure for protecting young children from the strict penalties under law. While drafting penal laws, specifically those dealing with children, it has to be always kept in mind that a child below a certain age is incapable to understand what is right and wrong and that children have to be treated with care and compassion with a reformatory approach and the strict rigours of law cannot and should not be used against children.

References

https://lawcirca.com/crimes-by-minors-principle-of-doli-incapax/

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

Alternative investment and how it works

By

Shoronya Banerjee

-

January 2, 2022

0

What is Investment 1 (1) — Image Source:

This article is written by Sourabh Kumar Singh, pursuing a Diploma in M&A, Institutional Finance, and Investment Laws (PE and VC transactions) from LawSikho.

This article has been published by Shoronya Banerjee.

Introduction

An alternative investment is a privately pooled investment vehicle, incorporated or registered in the form of a trust or company in India. A legal entity not covered by a company or limited liability partnership (‘’LLP’’) or SEBI or other sector regulations can raise funds from Indian or foreign investors and then invest those funds under the established investment guidelines.

Alternative investment assets, in the broadest sense, are assets that are not part of a traditional asset class like cash, stocks, or bonds that are familiar to ordinary investors. As a result, alternatives include private equity real estate and private equity infrastructure funds, as well as secondary funds and private debt funds.

The AIF excludes funds governed by the SEBI (Mutual Fund) Regulations of 1996 and the SEBI (Collective Investment Scheme) Regulations of 1999. Under the AIF Regulations, family trusts established for the benefit of “relatives” as defined under the Companies Act are exempt from registration.

Why AIF?

Before the emergence of the venture capital-private equity (VCPE) industry in India, with many multinational corporations, entrepreneurs have relied heavily on private placements, public offerings, and bank lending/FI for business expansion, financing, project finance, etc. In 1996 Venture Capital Fund Regulation (VCF) was introduced by SEBI to bridge the gap between the capital requirements of fast-growing companies and financing from traditional sources such as banks, IPOs, and financial institutions.

Incorporating alternative investments into traditional portfolios helps investors reduce overall volatility, where portfolio diversification increases at the same time, is usually less correlated with the market traditional investment movements such as stocks and bonds.

Purposes of investing in alternative investments

Risk reduction through diversified investment

The main target of alternative investing is mitigating risk through diversified investment. One of the differentiators of most alternative investments is the lack of relation with major traditional asset classes for public equities and bonds financial assets. Portfolios with various alternative investments reduce the risk.

Improved returns with alpha

The second primary goal of alternative investments is to increase the expected return on the portfolio by acquiring alternative assets that provide reasonable alpha expectations i.e., excellent risk-adjusted returns. Alternative investments have been shown to offer opportunities such as hedge funds and private equity. This allows one to increase the risk-adjusted returns of a well-diversified portfolio through alpha.

Direct tax benefits

Alternative investments also offer attractive tax benefits. With many alternative investments, the structure gives you more of your profit. For many private alternative investments, you become a fund or syndication partner, so tax incentives are passed directly to you.

The two main tax benefits are the processing of future depreciation and long-term capital gains. Many real estate funds and syndicates deduct depreciation (non-cash costs) from their net income, which reduces their taxable income. Investing in oil and gas is subject to very favourable depreciation/recovery tax treatment.

Alternative investment cons

Illiquidity

Alternative investments are usually private and unpredictable, so they are very volatile. Because of this, they tend to be very illiquid and assets cannot be easily sold in cash as needed.

Overall complexity

Alternative investment funds are generally more complex than traditional investment funds. A higher level of due diligence is needed. Therefore, before considering investing in these alternative investments, you need to conduct a survey and understand the potential risks and consequences associated with the investment.

Unregulated

A concern for alternative investments is the lack of regulation. These types of investments are unregulated and are not subject to reporting requirements. If the company that provides the assets or investments goes bankrupt, you too can lose your money.

Valuation difficulty

Alternative investments tend to be difficult to value, which reduces the difficulty of raising prices and the transparency of prices. So, we can say that alternative investments have their strengths and weaknesses, but they seem to be becoming more and more popular with investors these days.

The alternative assets industry in India

Private equity, venture capital, real estate, infrastructure, private debt, and hedge funds make up India’s alternative assets business, which is valued at $43 billion in assets under management. The alternative assets business in India is a modest but expanding space, with 221 private capital fund managers and 46 hedge fund managers based in the nation.

The bulk of institutional investors in India (60 percent) invest in at least one alternative asset class. The most popular asset types among Indian investors are private equity and venture capital (63 percent) and infrastructure (62 percent).

Market growth

More than $103 billion in venture capital and private equity was invested in Indian enterprises between 2001 and 2015. More than 3,100 enterprises were invested in across 12 major sectors, including those essential to the country’s development. The businesses ranged in size from start-ups to established mid-sized businesses. A large amount of these investments has been made in the form of foreign direct investment.

While the hedge fund sector is well-established in places like North America and Europe, the Indian market is still in its infancy, with only 16 investors allocating to the asset class in the first half of 2017. Despite its modest size this is more than twice as many as in 2013 and demonstrates how investors are increasingly appreciating the importance of hedge funds are included in their portfolios to attain their investing goals. Over the years, India’s policy on foreign direct investment (FDI) in real estate has been gradually liberalized.

In recent years, the number of institutional real estate investors in India has increased: as of August 2017, 49 institutional investors frequently allocate to the asset class, up from 34 in August 2013. The number of India-based private real estate funds in the market is at an all-time high, with 29 funds seeking $4.9 billion in capital commitments as of August 2017.

This is much greater than the $1.0 billion aim set just five years ago in August 2012, indicating that fund managers believe the industry in India has room to develop.

Categories of AIFs

Category I

Category I AIFs are funded with investment strategies that include start-up or early-stage businesses, social ventures, SMEs, infrastructure, and other industries or areas that the government or regulators deem appropriate.

Considered desirable on a social or economic level.

SEBI introduced ‘Venture’ capital funds in September 2013.

As a subsection of the venture capital fund subcategory, investment funds:

Small and medium-sized business funding.
Funds for social ventures.
Infrastructure investment funds.
Category I AIFs do not borrow directly or indirectly or exercise leverage except to obtain temporary financing that needs more than thirty days or four times a year and no more than 10% investable capital.

These funds will largely invest in unlisted securities of investee companies, as well as securities of SMEs that are listed or intended to be listed on an SME exchange or SME division of an exchange.

Venture capital

These funds will largely invest in unlisted stocks of start-ups, emerging or early-stage venture capital firms specialising in new goods, services, technology, or intellectual property rights-related activities, or a new business strategy.

Small and medium enterprises (‘’SME’’) funds

These funds will largely invest in unlisted securities of investee companies, as well as securities of SMEs that are listed or intended to be listed on an SME exchange or SME division of an exchange.

Category II

Category II AIFs are funds that do not fit into either the Category I or Category III categories. Other than to fulfil day-to-day operating needs and as authorized by the AIF Regulations, these funds do not use leverage or borrow.

Private equity funds

PE funds will invest largely in investee firms’ shares or equity-linked instruments, as well as partnership interests.

Debt funds

These funds will invest largely in debt or debt securities of listed or unlisted investee corporations.

Category III

AIFs in Category III use complicated or diversified trading techniques and may use leverage, such as through investments in listed or unlisted derivatives. Category III AIFs may use leverage or borrow, but only with the approval of the fund’s investors and up to a maximum amount set by SEBI. Hedge funds or funds that trade intending to make short-term profits, as well as other open-ended funds for whom the government of India or any other regulator provides no special incentives or exemptions, are classified as Category III AIFs.

Hedge funds

Hedge funds are probably the most well-known type of alternative investing. While hedge funds are frequently associated with specific fee structures or levels of risk-taking, we define a hedge fund as a privately organized investment vehicle that takes advantage of its less regulated nature to generate investment opportunities that are significantly different from those offered by traditional investment vehicles, which are subject to regulations such as those limiting their use of derivatives and leverage.

Investment process

At least two-thirds of their investible funds must be invested in venture capital undertakings’ unlisted equity shares or equity-linked instruments, or in firms that are listed or scheduled to be listed on a small and medium-sized company (SME) exchange; and

A maximum of one-third of their investable capital must be put into:

The projected listing of a venture capital firm’s initial public offering;
A venture capital undertaking’s debt instruments; a listed company’s preferential allotment of equity or equity-linked instruments;
A financially weak company’s equity or equity-linked instruments – that is, a company whose accumulated losses had eroded more than 50% of its net worth as of the beginning of the previous financial year;
or Special purpose vehicles created by the fund to facilitate investment following the AIF Regulations. A broad diversification limitation is enforced in terms of investment restrictions, with Category I and II securities being prohibited.
AIFs in Category III are also limited to investing no more than 10% of their investable capital in a single portfolio investment.
At least 75% of its investible funds must be invested in unlisted stocks or venture capital partnership interests, as well as investee firms or special purpose vehicles involved informed to operate, construct, or hold infrastructure projects. At least 75% of their investible funds must be invested in unlisted stocks or partnership interests of venture capital firms or SMEs, or listed companies on an SME exchange.

Conclusion

There is no doubt that the popularity of the AIF is growing in India, and that diversification and return enhancement may be accomplished if carefully studied and added to the portfolio. For the continued growth of AIFs in India, authorities must accept the industry expectations of implementing overall global best practices, supporting on-shore fund management, and unlocking domestic capital pools through sectoral and regulatory intervention, among other things.

References

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

Murugan v. State of Tamil Nadu : case study

By

Sneha Mahawar

-

January 2, 2022

0

This article has been written by Prakhar Prabhat Srivastav.

This article has been published by Sneha Mahawar.

Table of Contents

Introduction

In accordance with the established procedure of law, in order to make a person liable for commission of an act prohibited by law i.e., a criminal act one must establish the fundamental principle of criminal liability according to which there must be a wrongful act accompanied by a wrongful intention. This cardinal principle is incorporated in the Latin maxim “actus non facit reum, nisi mens sit rea, which states that an act alone is not guilty unless accompanied by a guilty mind” and is further reiterated by Honorable Supreme Court time and again in the cases before it.

Thus, intention is an indispensable part of a crime. Intention as defined by Honorable Supreme Court is “the conscious exercise of mental faculties of a person to do an act, for the purpose of accomplishing or satisfying a purpose”. However, in certain cases there can be more than one person involved for the purpose of satisfying the purpose that ultimately led to formulation of the concept of common intention which means “a pre-oriented plan and acting in pursuance to that plan” and it requires a pre-arranged plan and pre-supposes the prior consent, therefore there must be prior meeting of minds in order to establish the ingredient of common intention.

Throughout the course of this case commentary on Murugan v. State of Tamil Nadu, I will try to examine the essential aspects of the incident that made the court to upheld the conviction of the appellant due to the presence of chain of events against the appellant without any break that made it the case of common intention.

Essential details of the case

Citation: (2018) 16 SCC 96

Court: Hon’ble Supreme Court of India

Appellant(s): Murugan

Respondent(s): State of Tamil Nadu

Bench: R.K. Agrawal, Abhay Manohar Sapre

Date of Judgement: May 02, 2018

Concerned statutes and provisions: Section 364 and 302/34 of the Indian Penal Code1860, Section 313 of the Criminal Procedure Code 1973 and Article 136 of the Constitution of India

Counsel for appellant(s): Chitrangda Rastravara

Counsel for respondent(s): M. Yogesh Kanna

Present Status: Judgement stands

Facts of the case

One man who was of the name Kumar (since dead) was the uncle of a girl named Geetha who at the time of offence was a small girl studying in sixth standard whereas Kumar was a married man living separately from his wife. They used to live in a same locality at a short distance and with time Kumar had developed liking for Geetha and wanted to marry her but the father of Geetha, Murugan was not happy with the Kumar’s proposal of marrying Geetha. He used to say that Kumar had already ruined the life of his wife and is now trying to ruin her daughter’s life as well. Kumar on the other hand used to threaten Geetha that he will kidnap and marry her.

On 01/12/2002, during the afternoon when Geetha was alone at house, Kumar went to her house and asked for chili that he needed to cook the mutton to which Geetha denied but he entered the house, took chili on his own and while leaving he again threatened her by saying that one day, he will kidnap her and rape her and on the same day around 10 P.M. Kumar along with his cousin brother Murugan (appellant in this case) went to his house to invite Geetha’s father for a drink and non-veg. dinner at his house. Geetha’s father accepted the invitation and went along with them to their house. When he did not return to the house by 11 P.M., Geetha alone went to Kumar’s house to enquire about her father. On reaching at Kumar’s place, she found the trio sitting on an iron cot and dining together in the room and she was told that her father will be back to home shortly but since her father didn’t return home till the next day morning, she along with her mother Saroja went to Kumar’s house to find the reason behind the delay in return. They found the front door of Kumar’s house closed on arriving there, therefore both of them pushed the front door and when the door opened, they found Murugan’s (Geetha’s father) dead body lying in the room near the iron cot with multiple injuries on his body.

The above chain of incidents led to the filing of FIR dated 02/12/2002 by Geetha which was registered as a crime under sections 302/364/34 of IPC, it led to the arrest of Kumar and appellant on 03/12/2002 and on completion of investigation a chargesheet was filed by the police against Kumar and the appellant and the case was then committed to Additional sessions judge but before the commencement of the trial main accused Kumar died that abated the trial against him but the trial against the co-accused continued and the prosecution succeeded to prove the charges against him that led to his conviction under section 364 and 302 read along with section 34 of IPC, that awarded him life imprisonment under section 302 and seven years punishment under section 364 accompanied by a fine amount of Rs 5000 and Rs 1000 respectively.

The appellant aggrieved by the order of learned additional sessions judge approached the High Court of Judicature at Madras through criminal appeal but his appeal was dismissed by the High Court and the order passed by additional sessions judge was upheld.

This appeal is filed against the final order passed by the High Court of Judicature at Madras on 25/04/2007 that dismissed the appeal and upheld the orders passed by additional sessions judge.

Issues of the case

Whether the sentence awarded to the accused justified in light of the chain of circumstances of the particular case?
Whether the concerned provisions of the statute were rightly interpreted while deciding the case?
Whether the prosecution examined the evidence with due diligence?
Whether any piece of relevant evidence was not considered by the courts below or there existed any perversity or absurdity in findings of the court below?

Concerned rules

Honorable Supreme Court of India “has the authority to grant in its discretion, grant special leave to appeal from any judgment, decree, determination, sentence or order in any cause or matter passed or made by any court or tribunal in the territory of India” but normally the Apex court does not interfere with the concurrent findings of the trial court and High Court unless there is sufficient ground to do so and specially with respect to criminal cases Supreme Court held that “it will grant special leave only if there has been gross miscarriage of justice or departure from legal procedure, such as, which vitiates the whole trial or if the finding of the fact were such as shocking to the judicial conscience of the court”. Thus, in order to gain relief from the Apex Court through special appeal against the orders of the subordinate court and the high court, the convict must have enough evidence to highlight the gross miscarriage of justice.

According to Indian Penal Code “whosoever commits murder should be punished with death, or imprisonment for life, and shall also be liable for fine” and there must be direct or circumstantial evidence leading to inescapable conclusion that the person had died and that the accused are the persons who had committed the murder. Further, “when a criminal act is done by several persons in furtherance of a common intention of all, each of such persons is liable for that act in the same manner as if it were done by him alone” hence, “if two or more persons, with common intention to commit murder participated in the acts done in furtherance of that common intention, would be all guilty of murder”.

According to Indian Penal Code, “whoever kidnaps or abducts any person in order that such person may be murdered or may be so disposed of as to be put in danger of being murdered, shall be punished with imprisonment for life or rigorous imprisonment for a term which may extend to ten years, and shall also be liable to fine” and this section is applicable if a person has been abducted with the intention to be murdered and in such cases if the person abducted is done to death, it is for the accused to explain, to the satisfaction of the court, the way he dealt with the victim. In absence of such an explanation, the court may presume that the abductor has caused the death thus, diverging it from the cardinal rule of criminal law according to which the burden of proof lies on the prosecution whereas the accused is assumed to be innocent till proven guilty.

Analysis of the facts

In order to make an overt act or omission punishable by law, prosecution must establish a presence of intention to commit or omit that offence and from the circumstantial chain of evidence in the discussed case, we can clearly infer that Kumar had a grudge against Murugan (deceased) because he had denied Kumar’s proposal to marry his daughter Geetha and his evil intention can also be inferred from his threatening remarks against Geetha wherein he warned that he will forcefully marry her and will kidnap and rape her.

The prosecution further proved that Kumar along with the appellant (Murugan) went to Geetha’s house to invite her father (deceased), who in turn accepted the invitation and went to his house to have dinner with Kumar and the appellant, and also as both Kumar and appellant were cousins and knew each other very well, thus it’s easy to infer the possibility of them having the prior common intention to murder the deceased and therefore they can be made liable for punishment under section 302/34.

The fact that Geetha had gone to Kumar’s house around 11 P.M. to look for her father and on reaching there she found Kumar, his father and the appellant sitting on the iron cot and having dinner and according to postmortem report the deceased was killed between 11 P.M.-12 P.M., the appellant during the cross examination was not able to disprove the circumstances deposed against him but only kept denying his involvement in the crime thus, we can infer that the deceased was in the company of the appellant and Kumar when killed.

The invitation to deceased by Kumar and appellant with the intention to abduct him and murder him concurrently and the appellant’s failure to establish the fact that he was not involved in the crime attracted punishment enshrined in section 364 of IPC.

The eight circumstances, beginning with the motive against the deceased due to his disagreement over Kumar’s proposal to marry his daughter Geetha, followed by the close relation between the appellant and Kumar being cousins, the next being their combined visit to deceased’s house to invite him for dinner to Kumar’s house, then the establishment of fact by Geetha that the trio (Kumar, appellant and the deceased) had dinner at Kumar’s house followed by Murugan’s immediate death after dinner then, Kumar’s confessional statement followed by the recovery of weapon and cloths at the instance of Kumar and the dead body found lying near the iron cot where the trio had last dinner with Kumar and the appellant constituted a chain of event against the appellant that made it easier for the court to draw a strong conclusion against Kumar and appellant for having committed the murder of accused.

The finding of the Apex court was similar to that of the subordinate court and the High court and the appellant the convict must have enough evidence to highlight the gross miscarriage of justice and therefore was not successful in gaining relief through special petition in accordance with Article 136 of the constitution of India.

Conclusion

Thus, from the discussions above we can infer that it was a case of common intention of two accused persons who killed the deceased and appellant’s failure to prove his innocence beyond reasonable doubt and the prosecution’s success in establishing a chain of circumstantial evidence against the appellant without any break accompanied by the theory of accused last seen in the company of the deceased strengthened the stance taken by the subordinate court and the High court, that rightly led to the dismissal of appeal filed by the appellant.

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

Understanding role of insolvency professional agencies

By

Abanti Bose

-

January 2, 2022

0

This article is written by Shannu Narayan, pursuing Certificate Course in Insolvency and Bankruptcy Code from LawSikho.

This article has been published by Abanti Bose.

Table of Contents

Introduction

Indian law relating to insolvency and bankruptcy was consolidated in the year 2016. Before this, problems were witnessed in addressing bankruptcy and bad debts. This revision was quintessential considering frequent personal and corporate insolvency cases and the high average time taken for resolution of such cases in India. We had many legislations to address issues sector-wise. Such as; Presidency Towns Insolvency Act, 1909; Provincial Insolvency Act, 1920; Companies Act, 1956; Sick Industries Companies Act, 1985; Recovery of Debts due to Banks and Financial Institutions, 1995; and Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002. Until 1885, corporate insolvency and bankruptcy matters were governed under the Companies Act, 1956 which had dedicated provisions for dissolution and winding up of companies. Some provisions provided for the resolution process and appointment of a liquidator for the dissolution of companies. However, it did not address insolvency-related matters. Therefore, cases and disputes were brought within the jurisdiction of the respective High Courts. After the enactment of the Insolvency and Bankruptcy Code (IBC), 2016, India’s rank in ease of doing business has increased considering exit strategies for businesses as a key component for the same. Within this legal regime, which consolidated various sector-wise laws, the role of insolvency professional agencies has become elementary in the light of its contribution in reducing the number of bankruptcy cases. In this article, the author discusses the legislative history of the Code, analyses the relevance of Insolvency Professional Agencies and their functions, mentions the functions and eligibility criteria of the IPAs, and suggests the necessary changes to be incorporated.

Legislative history

The legal system addressed this gap by enacting sector-wise laws. For instance, with industrial sickness increasing exponentially and mass laying off and retrenchment in companies during the 1980s, the enactment of the Sick Industries Companies Act (SICA), 1985 became the saviour. Among many contributions, one of the major drawbacks of SICA was that it restricted the applicability to industrial undertakings and Section 22 of SICA dealt with moratorium which became a tool for misusing the system by the creditors.

In the banking sector, to recover the debts and dues owed towards the banks and other financial institutions, the Recovery of Debts due to the Banks and Financial Institutions Act, 1993 was enacted. This legislation paved the way for the establishment of Debt Recovery Tribunals (DRTs) and Debt Recovery Appellate Tribunals (DRATs), which are also significant legal machinery under the IBC. After this legislation, the Securitization and Reconstruction of Financial Assets and Enforcement of Securities Interest Act, 2002 (SARFAESI) was passed to give relief to the secured creditors for taking possession of their securities without the court’s intervention.

In 2002, SICA was repealed and the provisions relating to revival and rehabilitation of sick companies were shifted under the Companies Act, 1956 as a second amendment. This second amendment was instrumental in constituting National Company Law Tribunal (NCLT) and National Company Law Appellate Tribunal (NCLAT) replacing the regulatory and judicial bodies under the previous law. In the absence of Gazette notification, SICA continued until it was fully notified as repealed during the passage of IBC.

Locating insolvency professional agencies in the IBC

The objective of IBC, 2016 is: “…to consolidate and amend the laws relating to reorganization and insolvency resolution of corporate persons, partnership firms and individuals in a time-bound manner for maximization of value of assets to promote entrepreneurship, availability of credit and balance the interests of all the stakeholders including alteration in the order of priority of payment of Government dues and to establish Insolvency and Bankruptcy Board of India (IBBI).”

IBBI was constituted as the regulator for registering insolvency professionals and insolvency professional agencies (IPA) and also function as state agents in controlling the costs and other utilities. The vision for IPA under the IBC was to champion implementation vehicles having a separate legal identity and independent corporate existence as section 8 companies as per Companies Act 2013. It also is expected to maintain fair competition in insolvency resolution.

The IBC consists of 5 Parts and 11 Schedules, wherein Part IV deals with the regulation of insolvency professionals, insolvency professional agencies, etc. Again, chapter III of this part mentions the provisions related to IPAs.

A perusal of the key provisions substantiates that trajectory for redressal, registration, validation, and cancellation of IPAs and IPs. For instance, a valid certificate of registration is a must for functioning as an IPA. Section 200 enumerates the principles behind the registration of IPA. For application, suspension, and cancellation of registration of IPA and appealing to NCLT for addressing their grievance, an IPA can approach through Section 201 and 202 of the IBC. On structure and functions of IPA, Section 203 and 204 are elaborated. Beyond this skeletal framework, they were complemented by the passage of Insolvency and Bankruptcy Board of India (Insolvency Professional Agencies) Regulations, 2016 (Regulations, 2016) and Insolvency and Bankruptcy Board of India (Model Bye-Laws and Governing Board of Insolvency Professional Agencies) Regulations, 2016 (Model Bye-Laws 2016) notified under the Code. Being in the nascent stage, this legal regime is yet to develop regulations elaborating the ownership and governance model of IPAs functioning.

IPA would be any person registered with the IBBI under Section 201 of the IBC. They are mandated to be registered and obtain a certificate of registration from the IBBI, which shall give primacy to the following principles while registering the IPA, such as promoting:

Professional development of and regulation of insolvency professional (IP);
Good professional and ethical conduct amongst the IP;
Protecting the interest of debtors, creditors, etc;
The service of competent IP to address the concerns of debtors, creditors, etc; and
The growth of IPA for the effective resolution of insolvency and bankruptcy process under IBC.

Functions and eligibility criteria of IPA

According to Model Bye-laws, 2016, IPA will have a Governing Board with the board of directors (BoD). The Governing Board must be of a minimum of seven directors, of which at least half of the directors must be a resident of and in India during their appointment and tenure. Among this BoD, one-fourth of the directors could be insolvency professionals (IPs) and a minimum of four independent directors. All the directors will collectively elect an Independent director as the Chairman of the Governing Board. The composition of the Governing Board will consist of (i) Managing director, (ii) independent director, and (iii) shareholder director. Section 204 of the IBC, 2016 enumerates the functions of IPA as the following:

Granting memberships to IPs on payment of a fee;
Laying down standards of professional conduct;
Safeguarding the rights, privileges, and interests of IPs;
Suspending/cancelling membership of IPs
Redressing grievances of consumers against IPs
Publishing information about members, functions, etc.

The eligibility criteria for getting registered as IPA is specified under the 2016 Regulations, which says that they shall be a company registered under section 8 of the Companies Act, 2013 whose sole object is to carry on the functions of an IPA under IBC and bye-laws regulated by Regulations 2016. IPA must have a minimum net worth of ten crore rupees with a paid-up share capital of five crore rupees. It should be controlled only by resident persons and not more than 49% of its share capital should be directly or indirectly held by persons’ residents outside India. Further, it should not be a subsidiary of a body corporate.

Insolvency professionals (IP)

IP is defined as a person enrolled under section 206 within IPA as its member and registered with IBBI as an insolvency professional under section 207. They act as intermediaries who would play a key role in the efficient functioning of the insolvency and bankruptcy processes. They are governed by the Insolvency and Bankruptcy Board of India has also issued the regulations namely Insolvency and Bankruptcy Board of India (Insolvency Professionals) Regulations, 2016 wherein detailed provisions relating to the appointment of IP has been provided.

The following persons will not be eligible for registration as registration IP under the above-mentioned regulation: (i) minor; (ii) not a person resident in India; (iii) who does not have the qualification and experience as per Regulation 5 of Regulation 9; and (iv) has been convicted by any competent court for an offence punishable with imprisonment exceeding six months or for an offence involving moral turpitude, and five years has not elapsed from the date of expiry of such sentence.

Every IP shall abide by the following code of conduct:

To take reasonable care and diligence while performing his/her duties;
To comply with all requirements and terms and conditions specified in the bye-laws of the IPA of which he is a member;
To allow the IPA to inspect his/her records;
To submit a copy of the records of every proceeding before the Adjudicating Authority to the Board as well as to the IPA of which he/she is a member; and
To perform his/her functions in such manner and subject to such conditions as may be specified.

The role of the IP is very significant because, in the resolution process, they are required to verify the claim of the creditor, constitutes a Committee of Creditors (CoC), runs the corporate debtor’s business during the moratorium period, and help the creditor in reaching a consensus for a revival plan. In liquidation, the IP acts as a liquidator and bankruptcy trustee.

Conclusion

IPs play a crucial role in IBC processes and because they act as agents of the state, they need to be regulated. With this objective, IPA’s existence was charted out by the IBC read with their regulations governing IPAs, however, it was created to fill up a vacant jurisdiction. The regulatory framework of this agency has been described in the law instead of allowing itself to evolve organically. This adds a certain rigidity to how IPs are regulated today. Hence, foreseeing a scenario where there may be a disconnect between state regulation and market forces on performance and impartiality of the IP and IPAs, it is advisable to have a gradual evolution process. So, it is necessary that lack of trust in IPA’s and IP’s services should be dealt with effectively if it ever arises in the future, otherwise it might lead to an erosion of trust in the overall insolvency resolution process.

Students of Lawsikho courses regularly produce writing assignments and work on practical exercises as a part of their coursework and develop themselves in real-life practical skills.

LawSikho has created a telegram group for exchanging legal knowledge, referrals, and various opportunities. You can click on this link and join:

https://t.me/lawyerscommunity

Follow us on Instagram and subscribe to our YouTube channel for more amazing legal content.

iPleaders

Private placement as a tool for raising additional capital

Introduction

Private placement

1. No public offering

2. No requirement of registration with SEBI

3. A limited number of investors

Pros and cons of private placement for raising additional capital

Private placement market for raising additional capital

Procedure for private placement

Comparative analysis with The United States

Conclusion

References

List of top law firms in Delhi

Introduction

List of top law firms in Delhi

Shardul Amarchand Mangaldas & Co

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Trilegal India

Specialization

Perks of working

Internships and jobs

Hiring policy for internships and jobs

Internship

Average salary offered in jobs and internships

Anand and Anand

Specialization

Perks of working

Internships and jobs

Jobs

Internships

Average salary offered in jobs and internships

J Sagar Associates

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Khurana & Khurana Advocates and IP Attorneys

Specialization

Perks of working

Internships and jobs

Hiring policy for internships and jobs

Average salary offered in jobs and internships

Singhania and Partners

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Vaish associates

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Ahlawat & Associates

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Thukral Law Associates

Specialization

Perks of working

Internships and jobs

Average salary offered in jobs and internships

Maheshwari & Co

Specialization

Perks of working

Internships and jobs

Hiring policy for internships and jobs

Internship

Eligibility & Selection

Pre-Joining Formality

Attributes that we admire in an Intern

Average salary offered in jobs and internships

R K Sharma & Associates

Specialization

Perks of working

Internships and jobs