Amendments to Listing Agreement

SEBI has carried out an amendment to the equity listing agreement by providing for Institutional Placement Program by promoters wherein they offload excess holdings held by them in excess of 75% shareholding limit in their respective companies. Through this amendment, the provisions of IPP has been sought to be brought into the listing agreement because it is the listing agreement that governs the relationship between the listed companies and stock exchanges. Clause 40A has accordingly been suitably amended.

Another amendment is in clauses 43 & 43A wherein listed companies have been required to disclose utilisation of funds arising out conversion/ exercise of warrants issued along with public or rights issue.

Copy of the SEBI circular can be accessed here 

Coolie

For book lovers from India, there are some few writers who are must read for them considering the kind of role the writers have played in Indian writing over the decades and also considering the quality of their writings. Rabindranath Tagore, R.K. Narayan, Kamala Markandeya are a few of the names that comes to my mind. Add to that the name of Mulk Raj Anand, one of the finest writers of India. His book "Coolie" is a seminal book in Indian literature. Coolie depicts the life of an young boy who dreams of a life in the hills, but is forced to travel out of his village to earn a living as a domestic help, porter, factory worker & rickshaw driver which is basically foot rickshaw. There are pages filled with poverty, filth, loss of dignity, abuse by employers, calling of names in the sense that the early pages of the book is one unending story of depression following deprivation. But slowly the beauty of Mulk Raj Anand emerges in the way he surreptitiously heaps scorn on the ruling polticial class of that time - the Britishers and their cahoots in pre-Independence India. It is an absolutely savage book on par with Kamala Markandeya's "Nectar in a Sieve". The final pages of the book guts you like a sledge hammer. Absolutely highly recommended must read by every Indian book lover.

Sacred Games

Just finished reading this 947 page book "Sacred Games" by Vikram Chandra - a far cry from his first book "Red Earth Pouring Rain" which was a huge disappointment. Sacred Games is a page turner for sure but i was not entirely awe-stricken by this magnum opus as much as other magnum opuses which i have read and savoured. Thankfully the narrative does not bore you but what was again disappointing is that the suspense is revealed in the initial few pages itself leaving the rest of the book like a history being told in the slow motion flashback - He has tried to make it like a family saga but he has put in too much irreverent family details in the book. He has taken on the Bombay police force and the political force head on and damned their practices brutally. The story closely resembles many small time and big time goons and newspaper headlines of the past couple of decades from Bombay.

SEBI order on insider trading

SEBI has passed a landmark order on insider trading on 4th January 2012 against Mr. Vasant Kaul, Independent Director or Ranbaxy Laboratories Ltd. levying a fine of Rs.50 lakhs on him and Rs.10 lakhs on his wife. Both order are available on the SEBI website V.N. Kaul and Bala Kaul

Few unique features about this order:

Insider trading was carried out in the wholly owned subsidiary of the company in which Mr. Kaul was an independent director and he was still considered an insider;

I am not aware if this is the first time this is happening in India, but SEBI has used telephonic conversations as evidence and has taken support from the recent Rajaratnam case where telephonic transscripts were extensively used.

It would be interesting to follow this story to see what happens in the courts because i am sure that appeals will be filed against this order in the Courts.

Goa River Half Marathon – River soothes while Vasco fumes

Goa River Half Marathon – River soothes while Vasco fumes

The second edition of Goa River Half marathon was eagerly awaited because of the wonderful experience that we had last year – scenic road, beautiful weather, excellent organization, post run party in fun filled Goa.

This year many of us decided to spend a couple of days extra in Goa after the marathon to laze around in the beaches enjoying the excellent Goa weather, drinks, foods et al, a kind of resurgence of mind and soul before the wind down to the much awaited and dreaded Mumbai marathon in mid-January.

The fact that GRM is gaining popularity in its second year itself was evident when the bib distribution venue was shifted to the Municipal Ground near Vasco market, a much larger space compared to last year and with few stands as well selling t-shirts etc.

We landed in Vasco-da-Gama on Saturday morning and collected our bibs etc. from the venue after dumping our luggages in the hotel. What followed during lunch on Saturday was something defying all laws of marathon practice as enumerated and codified by the gurus world over. Here were a bunch of enthusiastic runners merrily gulping one glass of beer after another much to the amusement of a few non-drinkers and to the chagrin of the purists. It was a sight to behold – few would have to dared to guess that we were going to run 21.097 kilometres early next day after barely sleeping for a few hours during the night.

The evening pasta party was an event to forget because there were hardly any pasta and fruit salad available in the trays, such was the demand from the runners.

If the previous evening was pleasant, early morning on the race day was a different weather altogether. It was warm in the morning itself before the race portending a difficult day for the runners. The race route was exactly the same as previous year, so those of us who had run the previous year were confident knowing the route and its uphills and downhills. The race starts near the Baina beach and loops the Vasco railway station coming to a railway flyover within the first kms itself. Then it hits Vasco town for about four kms, before coming to the river front, where the road opens out to a scenic beauty and greenery all around. But until we reached the river front, it was sheer torture for the runners because of the intense humidity which was killing the runners. At about 3 kms there is a small uphill and then at 4 kms, the largest climb which is about 500 metres in length and twisting and winding, which was a real beauty. Around 6 kms there is a small climb and at around 7 kms another small climb. Last year when the weather was pleasant we barely noticed the three small climbs, although we did come across and navigated the largest one at 4 kms. But this year the humidity humbled the runners to the point of desperation.

Only when we came to the river front, we could experience good breeze blowing across and the humidity had lessened here. It was very pleasant to run along the river front enjoying the scenic beauty of the place. The first of the Africans returned when I was in the 8^th km while the first of our friends Dnyanesh went by after my 9 km mark, gliding smoothly like a Rolls Royce. The cheering and hollering had started. Every few metres there was one runner who was familiar and it was this cheering and hollering that kept us going as there was hardly any local residents of Vasco on the road to cheer us. There were about four spectators at around 18 kms clapping for us.  I feel the organizers need to build more local sport by involving a local sportsperson as the brand ambassador instead of a film star. They should drum up support by using the radio, television and local newspapers.

Last year I was battling ITBS in my left knee which was my first serious running injury so I was very cautious in the first half. This year I took off in the first half at a good pace. Upto 15 kms I was doing good pace and in line to break my personal best at the distance, but after that the humidity again hit the runners severely slowing me down considerably. I took all the uphills on the return leg albeit slowly and realizing at this point that a personal best would be difficult concentrated on staying the course comfortably. I sprinted down the last 200 metres to finish in a time of 2.15.48, lopping off 9 minutes from my last year’s finish time.

The unwinding started pronto and for the next two days, we enjoyed Goa tremendously and ran on the beach on Tuesday – a recovery run deemed as such more to recover from the after effects of the beers on Sunday evening and Monday full day, rather than from the Goa River half Marathon. 

Visa norms for expats relaxed

As per a news item in Economic Times of 22nd December 2011, the visa norms of expats working in India Inc. has been relaxed by the Home Ministry. Expats working at senior positions need not go back to their home country and get a fresh visa in case they are migrating to a group company i.e between subsidiaries or associates, identified as such. In all other cases and in cases of expats working in junior positions, it means this relaxation will not apply and the expats will perforce have to travel back to his home country. Therefore expats jumping jobs while in India will have to go back to his home country and return with a fresh work visa. I am unable to find the copy of the new visa norms at the MHA website, cluttered as it is with too many things. However a copy of the TOI article is found here

Unlisted Public Companies (Preferential Allotment) Amendment rules 2011

The MCA has vide gazette notification dated 14th December 2011 amended the Unlisted Public Companies (Preferential Allotment) Rules 2003 vide the 2011 Amendment Rules. Salient features of the amendment are:

1) The definition of "preferential allotment" has been expanded to include instruments convertible into shares including hybrid instruments convertible into shares on a preferential basis but has excluded private placement made by a company under section 81(1A) and issue of shares to promoters and their relatives either in public issue or otherwise;
2) A proviso has been added in the above definition to state that the name, father's name, address & occupation needs to be mentioned in the resolution to be passed by the members u/s 81(1A) for the preferential issue;
3) Another proviso has been added that such preferential offer cannot be made to more than 49 persons;
4) A new rule 8 has been added which states that no fresh offer shall be made unless the earlier offer has been completed and the allotment in respect thereof. Any offer not in compliance with sec 81(1A) read with sec 67(3) shall be treated as a public offer and SEBI regulations on the subject shall apply. Monies shall be received under the offer only through cheque or demand draft or other banking channels (presumably NEFT, internet banking), not by cash. Allotment should be completed within 60 days of the date of receipt of application money and in case the company is not able to do that, then application monies have to be repaid within 15 days thereof with an interest of 12% p.a. Monies received on application have to be kept in a separate bank account and can be utilised only for adjustment against allotment of securities or repayment of moneys where allotment could not be done within the stipulated time. Companies are not allowed to release any advertisement or use any media, marketing or distribution channels or agents in such issue.

Copy of the MCA notification can be found here