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Tanmay Patnaik

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Principal Associate in the Private Client Practice at the Mumbai office of Cyril Amarchand Mangaldas. Tanmay specialises in family constitutions and settlements, trusts, wills and succession planning. He can be reached at tanmay.patnaik@cyrilshroff.com

 

 

Covid -19 and succession planning

 Lawyers are generally very conservative – so it may sound a bit alarmist to hear us say “the world is ending!” At the time of writing, India is coming to grips with the terrifying ‘Severe Acute Respiratory Syndrome Coronavirus-2 (“COVID-19”)’ virus. There is something primal and scary about an airborne threat that can kill you – from something as simple as coming close to an infected person, or touching a door handle, etc. It makes us think about the fragility of life, and the need to protect our loved ones. Some people may believe the steps being taken at present are an overreaction – but are they?

As per the WHO, COVID-19 appears to target the elderly and individuals having underlying illnesses. The WHO mission to China found that 78% of the cases reported as of February 20, 2020 were in individuals between ages 30 and 69. In a matter of barely three months, COVID-19 has infected over 185,000 individuals, resulting in nearly 7,200 deaths, covering 157 countries and territories around the world. The Diamond Princess cruise ship harbored in Yokohama, Japan— was among the lone case involving an international vessel. In India, at the time of writing, 110+ individuals tested positive for the virus, with three fatalities. The virus knows no boundaries, gender or net worth, targeting poor and rich alike. Pandemics are an equalizer in society.

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Continue Reading Estate & Succession Planning during the Coronavirus Pandemic

In recent years, the issue of corporate governance in India has been a hot topic of discussion. As India Inc. has grown by leaps and bounds, corporate India’s attention has evolved from simple ‘management’ to ‘governance’, and now ‘effective governance’. Given the unique challenges that India Inc. faces due to the predominance of family run businesses, there is a pressing need to move from the ‘Raja’ and ‘Praja’ model of governance (wherein the self-interests of the promoter family precedes the interests of other stakeholders) to the ‘Custodian’ model of governance (which is designed to serve the interests of all stakeholders). While some promoters have consciously worked hard to establish a “Ram Rajya” (a democratic-righteous rule), many are still reluctant to yield power and fear that it may lead to an abdication of their throne.

Kotak Committee

In June 2017, Securities and Exchange Board of India (SEBI), constituted a high powered committee under the chairmanship of Mr. Uday Kotak (Kotak Committee) with the aim of improving governance standards of Indian listed companies which came out with detailed recommendations (Kotak Report)[1]. The legal experts on the Kotak Committee included our Firm’s Managing Partner, Mr. Cyril Shroff.

On March 28th, 2018, SEBI’s Board decided on these recommendations whereby (i) 40 out of 80 were accepted without any modifications; (ii) 15 were accepted with modifications; and (iii) 18 were rejected.

Kotak Committee – Key recommendations accepted by SEBI

The Kotak Committee suggested numerous amendments to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which will consequently impact all listed entities. In this article, we dissect some of the critical proposals and their impact on Indian Promoters. For a full list of recommendations accepted by SEBI, please refer to the press release[2].

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Continue Reading India’s Tough New Corporate Governance Regime – Impact on Promoters