Friday, January 6, 2012

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.

Monday, December 26, 2011

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 8th 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

Tuesday, December 20, 2011

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

Monday, December 19, 2011

Compounding for FEMA contraventions

RBI has vide its circular dated 13th December 2011 delegated the power of compounding for FEMA contraventions to the Regional Offices at Ahmedabad, Bangalore, Chennai, New Delhi, Mumbai, Hyderabad & Kolkata without any amount limits and to the Regional Offices at Bhopal, Bhubaneshwar, Chandigarh, Guwahati, Jaipur, Jammu, Kochi, Patna & Panaji upto an amount of Rs.100,000/-. The contraventions involve delay in reporting inward remittance, delay in filing of form FC-GPR and delay in issue of shares upto 180 days from the receipt of remittance - all FDI concerned. Copy of the RBI circular can be found here

Sunday, December 18, 2011

Deregulation of NRE & NRO interest rates

RBI has vide its circular dated 16th December 2011 deregulated the interest rates on NRE Deposits & NRO accounts. Savings a/cs and term deposits of one year and above maturity in case of NRE and savings deposits in case of NRO has been freed with the caveat that banks cannot offer higher rates to NRE deposits than that is offered to resident deposits. Revised deposit rates will apply only to fresh deposits and to renewal of matured deposits. Text of the RBI circular is available here

Saturday, December 17, 2011

Companies Bill 2011

The salient features of the Companies Bill as introduced in the Parliament is available on this link

Some revolutionary features have been introduced like "One Person One Company", participation at board meetings through video-conferencing or other audio/ visual means, compulsory appointment of at least one resident director, relaxation in the provisions for managerial remuneration, voting by electronic means at general meetings, mandatory secretarial audit for listed companies, mandatory rotation of auditors/ audit firms, more disclosures in the annual returns and directors reports, mandatory appointment of women directors for certain specified class of companies and mandatory CSR for certain large companies, class action suits, time bound rehabilitation and restructuring process and registered valuers.

Zodiac

  American true crime mystery movie “Zodiac” (2007) directed by David Fincher and starring Jake Gyllenhaal, Mark Ruffalo, Robert Downey Jr. ...