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Disposition of unliquidated assets has been a major challenge for some Alternative Investment Funds (“AIFs”). Most AIFs in the market today are close ended i.e., they have a fixed tenure, within which AIF managers are expected to fully exit the AIF’s portfolio investments. The recent data on AIFs, published by Securities Exchange Board of India (“SEBI”), indicates that AIF investments in unlisted securities are significantly higher (almost by a factor of 2.8) than that in listed securities. SEBI has increased its scrutiny of those AIFs which are seeking tenure extensions, are in the midst of their liquidation period or are struggling with expired liquidation period.Continue Reading Alternative Investment Funds: Dealing with unliquidated investments

SEBI Proposes Key Changes to the AIF Regime

The Securities Exchange Board of India (“SEBI”) has been actively updating the SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”) to strengthen the governance mechanism of alternative investment funds (“AIFs”) and bring in more transparency and accountability for market participants. The recent updates seem to be aimed at investor protection and ensuring compliance with the existing array of laws related to AIF Regulations.Continue Reading SEBI Proposes Key Changes to the AIF Regime

Source: HBO.com

“I’m not saying I’d make a better CEO. That’s unsaid.” – Connor Roy

At the time of publication, we are just a few days away from the release of the final season of HBO’s highly acclaimed family business drama, Succession. For many viewers in India, the show’s portrayal of the perils and tribulations of running a family business hits uncomfortably close to home. Many would say this show is an example of art imitating life. Others may see it as a docudrama about their family business. It is a poignant example of what can happen without a clear succession plan, and it packages together many common issues faced by many Indian family businesses – such as an aging founder who is unwilling to cede control or induct his middle aged children, a failure to modernize (as seen in many older media houses that are going through similar existential dilemmas), siblings squabbling for the CEO role, and a founder family & business enthralled in multiple full-blown crises.Continue Reading HBO’s Succession: Reel-to-Real life lessons for Indian Family Businesses

SEBI Directive on Promoter Group

In April 2022, the Securities and Exchange Board of India (SEBI) issued a directive (SEBI Directive) to the Association of Investment Bankers of India (AIBI) and some of its members on ways in which IPO bound companies could seek exemptions in relation to ‘promoter group’ disclosures in IPO offer documents.

In addition to introducing a further layer of complexity to the process of taking a company public, the SEBI Directive has reignited discussions on the relevance and significance of ‘promoter group’ as a concept.Continue Reading SEBI Directive on Promoter Group: Another spanner in the works?

SEBI

The Securities Exchange Board of India (“SEBI”), in its board meeting dated February 15, 2022, announced the decision to appoint separate Chairperson/ Chairman and Managing Director in the top 500 listed companies as voluntary. This decision comes ahead of the April 01, 2022, deadline, to mandatorily split the roles of Chairperson and Managing Directors (“MD”)/ Chief Executive Officer (“CEO”), against the backdrop of a mere 4% incremental improvement in compliance by top 500 listed companies.[1]Continue Reading SEBI relaxes separation of roles of Chairperson and CEO – A blessing in disguise?

Promoter reclassification - Family feud An area of concern

The Indian business landscape mainly comprises of family run businesses. Keeping in mind the close-knit joint family culture in the country, Indian regulators have been particularly cautious of family members owning and controlling a business together. The Securities and Exchange Board of India (SEBI) has, in Regulation 2(1)(pp) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, given a broad definition of “promoter group”, which includes any immediate relatives of the promoter and entities where such relatives have more than 20% stake. Being a member of the promoter group of a listed company entails rigorous disclosure and compliance obligations under various SEBI regulations. In fact, SEBI has in its Consultative Paper dated November 23, 2020, made a noting that there is a need for further clarification under Regulation 31 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR), with regard to disclosing names of persons in promoter/ promoter group who hold even ‘Nil’ shareholding in the listed company.
Continue Reading Promoter reclassification – Family feud: An area of concern

The Opportunity of a Lifetime for HNIs—Saving the Indian NGO Sector

This post is written by the authors in collaboration with our Guest Authors –  Ashish Karamchandani, Senior Advisor at FSG and Abhishek Khanna, Senior Consultant at FSG

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The year 2020 will be etched in our memories for a long time. COVID-19 has blindsided most of us. The non-discriminating virus has not spared any country, religion, or occupation, and has impacted the lives of every individual in the world.

Yet some have suffered more than others. In India, the impact has been greater on the marginalised groups in cities, such as the migrant workers and the low-income households. Nearly four crore individuals are reported to be without work or home, and their plight is unlikely to end any time soon. Although, the pandemic is status neutral, and can affect anybody belonging to any strata of the society, containment zones have shifted from the more affluent parts of cities to the slums and other congested areas.  A third group comprising the aging citizens in cities, bereft of any support system, also remain vulnerable.
Continue Reading The Opportunity of a Lifetime for HNIs—Saving the Indian NGO Sector

In India, the law and practice in relation to property and inheritance have traditionally been more patriarchal. Unfortunately, married daughters were quite often not regarded as the heir apparent to a family’s estate and business; and sons continue to be the ‘chosen ones’. Many business families remain reluctant to pass their business wealth and assets onto their married daughters due to the perceived risk that the property ends up being controlled by the in-laws of the daughters. This becomes even more pronounced for ‘promoter’ families with significant holdings in public listed companies. How can such Promoters pass on their business wealth to their daughters, and can they do so without losing control over the company?Continue Reading SEBI clarifies status of married daughters becoming promoters in listed companies