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A BRIEF ACCOUNT OF HOSTILE TAKEOVERS IN INDIA OVER THE COURSE OF THE LAST FEW DECADES.
One of the most famous hostile takeover attempts took place in 1983, when London-based industrialist Swaraj Paul sought to control the management of two Indian companies -- Escorts LimitedNSE 1.28 % and Delhi Cloth Mills (DCM) Limited -- by picking up their shares from the stock market. Though Paul ultimately retracted his bid, his hostile threat sent shockwaves through the otherwise complacent Indian business world. In 1998, India CementsNSE -1.85 % Limited (ICL) made a hostile bid for Raasi Cements Limited (RCL) with an open offer for RCL shares at Rs 300 apiece at a time when the share price on the BSE was Rs 100. Read More
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HOW MINDTREE BECAME THE OBJECT OF A HOSTILE TAKEOVER BATTLE BETWEEN ITS MANAGEMENT AND L&T.
Winter had set in by the middle of last December when Mindtree’s management agreed to meet executives of Baring Private Equity in Bengaluru. The founder-managers, with a 13.2% stake, were looking for a white knight to save them from a predator. In the middle was a passive investor, with a 20.4% stake, who wanted to cash out. The meeting at The Leela Palace was cordial to start with. Mindtree was represented by three of the four founders and its CEO and CFO. CCD founder was present. With liquidity pressure on his diversified business portfolio, he’d been looking for a buyer for his one-fifth stake for the past few months. Read More
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DISSECTING THE JUSTICE DELIVERY MECHANISM UNDER THE COMPANIES ACT.
The National Company Law Appellate Tribunal and National Company Law Tribunal were formulated on 1st June 2016. The demand for a distinctive and unequivocal tribunal was introduced by the Honourable Supreme Court of India. The motivation behind the constitution of the law came during S.P. Sampath Kumar v. Union of India 1987 SCR (3) 233, 1987 SCC Supl. 734. Moreover, the report presented by Shah Committee in relation to the formation of self-governing tribunals brought to light the overabundances and surplusage of cases under the steady gaze of the courts. The requests so shaped helps in constructing a cure for amending wrongs done by corporate forces. Read More
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MINDTREE INDEPENDENT DIRECTORS SHOULD GUIDE SHAREHOLDERS, SAYS IiAS.
Independent directors of Mindtree have a key role to play in the ongoing tussle between Larsen and Toubro (L&T) and Mindtree promoters to wrest control of the IT services company, said India's leading corporate governance and proxy advisory firm Institutional Investor Advisory Services (IiAS) along with InGovern. “The independent directors of Mindtree must provide guidance to the company’s minority shareholders whether they should take up L&T’s open offer,” said IiAS in a note, adding that investors will not be in a position to understand all the nuances of the deal. Read More
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RBI MOVES NCLAT AGAINST CURBS ON NPA TAG FOR IL&FS GROUP COMPANIES.
The Reserve Bank of India has moved the National Company Law Appellate Tribunal (NCLAT) against its order restricting financial institutions from classifying the accounts of group companies of debt-laden Infrastructure Leasing and Financial Services(IL&FS) as non-performing assets (NPAs). The NCLAT had in February ordered that no financial institution declare any account of IL&FS group entities as non-performing assets (NPA) without first taking the permission of the appellate tribunal. The total debt of the IL&FS group is around Rs 91,000 crore. Read More
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