Genesis

Genesis - a 1986 movie starring Nazeeruddin Shah, Om Puri, Shabana Azmi and MK Raina. Nazeer and Om are leftovers in a remote, barren, desert and their only contact with the outside world is a trader MK Raina who comes weekly to take their products which is woven blankets and supplies them with food items and all. Nazeer discovers a human skull while digging the ground one day which bemuses both of them. Then Shabana comes out of nowhere - hungry, emaciated, desolate and narrates her story of her family lost in the floods. The three of them bond together until the sexual desire overpowers them and Shabana gets pregnant in the movie. There is a kind of eeriness to the movie more so to do with the discovery of the human skull. The landscape is true to plot and of course when you have three power houses acting in one movie, it is bound to be dramatic. Mrinal uses a lot of natural light in the scenes and his direction is of course outstanding. Rating 5/5

Neel Akasher Neechey

This was a beautiful movie directed by Mrinal Sen and starring Kali Banerjee, Manju Dey in the lead roles. Set in the 1930s it delves into a brother sister relationship between a Chinese hawker and an Indian housewife who is active in the Indian resistance movement. The Chinese hawker is played by Kali Banerjee and he speaks only Hindi or English in the movie. He has a background in China where he loses his only sister because he has to pay his debts to the landlord and because of overworking he falls ill and his sister pledges one necklace which he had given to her for getting some money. Instead she gets raped and when the brother comes to know it, he mercilessly throws her out of the house losing her forever. Therefore when Bosonti played by Manju calls him brother he showers all his brotherly love on her causing some friction and jealousy amongst her family members and his lady love also. Manju Dey plays the role of Bosonti quite brilliantly. Mrinal Sen has done a super job with the movie.  

Ocean's 8

One look at the star cast of Ocean's 8 and I am like "oh no" not her. But yeah Sandra Bullock was in the lead cast and more so as Danny Ocean's sister coming out of 5 years jail term. Danny has apparently died off in 2018. How Danny died is conveniently left out. So this is an all girls heist program to steal a diamond necklace off the neck of a model (Anne Hathaway) using the varied skills of an Indian diamantire, an African American hacker, a Chinese shoplifter - so you have all the markets covered - India, China, the African American - they left out Hispanics this time. Of all the cast Cate Blanchett was the only saving grace. Watch it at the risk of losing your nap time. Rating 1/5, frankly they should have killed the franchise then and there itself after Ocean's 13.

Delisting

SEBI (Delisting of Equity Shares) Regulations, 2015 has been amended vide SEBI circular dated 13th March, 2019 to allow promoter(s) / acquirer(s) to make “Counter offer”, in case price discovered through reverse book building is not acceptable to the promoter(s) / acquirer(s).

2. In order to implement the “Counter offer” process and to provide the framework, the “Timelines for Counter Offer Process” is enclosed as per Annexure – A.

3. Further, public announcement of counter offer shall also disclose the book value per share of the company.

4. Letter of offer for counter offer shall be in the abridged form containing the relevant details pertaining to the counter offer inter-alia including details of the counter offer, activity schedule etc.


Copy of the SEBI circular can be found here

foreign portfolio investors

SEBI has issued a circular dated 12th March, 2019 that all investments made by foreign portfolio investors in the debt markets shall henceforth be guided by RBI vide their guidelines on the subject. So FPI shall comply with the guidelines and instructions by RBI on this subject from time to time. But any non compliance with RBI instructions shall attract as per SEBI guidelines.

RBI has recently liberalised certain conditions for investment by FPIs in the debt markets and given more liberal limits thereto.

So does makes sense for the regulators to co-ordinate with each other and avoid duplication of regulations.

A copy of the SEBI circular can be found here

significant beneficial ownership

SEBI has vide its circular dated 12th March, 2019 modified its own circular dated 7th December, 2018 on the subject of significant beneficial ownership reporting guidelines. Basically they are aligning their regulations with those issued by MCA since MCA has modified its own guidelines in February, 2019. But the reporting format of SEBI is different from that of MCA, so I guess in case of listed companies they have to submit one format to SEBI while at the same other submit another set of format to the MCA.

Strange, and it goes under the name of "ease of doing business"

The SEBI circular can be found here

Responsible Business Conduct

PIB press release dated 13th March, 2019

Ministry of Corporate Affairs has revised the National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business, 2011 (NVGs) and formulated the National Guidelines on Responsible Business Conduct (NGRBC). These guidelines urge businesses to actualise the principles in letter and spirit.

These principles are:

1.      Businesses should conduct and govern themselves with integrity in a manner that is Ethical, Transparent and Accountable.

2.      Businesses should provide goods and services in a manner that is sustainable and safe

3.      Businesses should respect and promote the well-being of all employees, including those in their value chains.

4.      Businesses should respect the interests of and be responsive to all their stakeholders.

5.      Businesses should respect and promote human rights.

6.      Businesses should respect and make efforts to protect and restore the environment.

7.      Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent.

8.      Businesses should promote inclusive growth and equitable development.

9.      Businesses should engage with and provide value to their consumers in a responsible manner.

The Ministry of Corporate Affairs has been taking various initiatives for ensuring responsible business conduct by companies. As a first step towards mainstreaming the concept of business responsibility, the 'Voluntary Guidelines on Corporate Social Responsibility’ were issued in 2009. These guidelines were subsequently revised as 'National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business, 2011 (NVGS)’ after extensive consultations with business, academia, civil society organisations and the government. The NVGs were developed based on India’s socio-cultural context and priorities as well as global best practices.

There have been various national and international developments in the past decade that have nudged businesses to be sustainable and more responsible, prior most being the United Nations Guiding Principles on Business & Human Rights (UNGPs).  These became the key drivers for further revision of the guidelines. Some of these include the thrust of Companies Act, 2013 (Act) on businesses to be more mindful of their stakeholders.  The Act casts fiduciary duties on the Directors of a Company (S. 166) requiring them to promote the objects of the company for the benefit of its members as a whole, and in the best interests of the company, its employees, the shareholders, the community and for the protection of environment. There was also a need to demonstrate more visibly India’s implementation of the UNGPs based on UNHRC’s ‘Protect, Respect & Remedy’ Framework and also make evident India’s commitment to Sustainable Development Goals (SDGs).

The Securities and Exchange Board of India (SEBI) through its ‘Listing Regulations’  in 2012 mandated the top 100 listed entities by market capitalisation to file Business Responsibility Reports (BRRs) from an environmental, social and governance perspective. These BRRs enabled business to demonstrate the adoption of the NVG principles and the attendant core elements with the intent of engaging businesses more meaningfully with their stakeholders going beyond regulatory financial compliance. This was extended to top 500 companies in FY 2015-16. This, for the first time, introduced voluntary sustainability reporting among companies in India which is still in a nascent stage.

In furtherance to updation of NVGs and formulation of the NGRBCs, the Ministry of Corporate Affairs has constituted the Committee on Business Responsibility Reporting (BRR) to develop BRR formats for listed and unlisted companies. Non-financial reporting is increasingly forming the basis for enhancing investor confidence in businesses and increasing their creditworthiness. The Committee is to develop comprehensive yet simple formats situating the various stakeholders at the center so as to not increase or duplicate reporting burden. The proposed formats are to reflect linkages to prevalent non-financial reporting formats, viz, Global Reporting Initiative (GRI), Integrated Reporting (IR) etc., and SDGs from a NGRBC perspective.

The Ministry of Corporate Affairs is also in the process of developing India’s National Action Plan on Business & Human Rights (NAP) in consultation with various Ministries and State Governments by 2020. A Zero Draft of India’s NAP demonstrating implementation of the three pillars of UNGPs has also been released and uploaded on the website of the Ministry.