G20/OECD’s Corporate Governance Principles, 2023

Ankit Singh Mehar, Executive | corplaw@vinodkothari.com

The G20 leaders in the recent G20 Summit held on 8th -10th September,  2023, endorsed the revised ‘G20/OECD Principles of Corporate Governance’ (‘Revised Principles’). The Revised Principles replace the extant set of principles released in 2015 in light of the evolution in capital markets and global economy, following a review of the erstwhile principles over a period from 2021-2023. 

As stated in the Summit Declaration, the Revised Principles have been endorsed by the G20 leaders “with the aim to strengthen policy and regulatory frameworks for corporate governance that support sustainability and access to finance from capital markets, which in turn can contribute to the resilience of the broader economy.”

The Revised Principles, besides making alterations to the existing principles, also introduce two new chapters, viz., 

Chapter III – ‘Institutional investors, stock markets, and other intermediaries’ focussing on  engagement of institutional investors with the investee company, essential disclosure requirement and management of conflict of interest pursuant to exercise of their key ownership rights. 

Chapter VI – ‘Sustainability and resilience’ focussing on corporate governance policies for managing the risks and opportunities of sustainability and resilience 

Below we summarise the key highlights of the Revised Principles. 

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REIT and InvIT unitholders with 10% aggregate holding get Board nomination rights

Avinash Shetty, Assistant Manager | corplaw@vinodkothari.com

CSR spending in the Indian sports sector

-Shreya Salampuria | corplaw@vinodkothari.com

Background

Corporate social responsibility (CSR) spending in India, as is well known, is focused on certain statutorily recognised social activities, of which sports is one. Schedule VII, clause (vii) deals with activities related to “training to promote rural sports, nationally recognised sports, paralympic sports and olympic sports”.

Most of the attention under the schedule is taken away by contribution on activities connected with healthcare followed by education.

Khelo India, Kheloge toh Khiloge, an attempt to improve the performance of our vast country in sports, however, can we tap csr funds for the same?

When it comes to choosing or prioritizing the sports related activities, the outlook of the Indian companies cannot be said to be very impressive, however,  there has been an increment on the CSR spending under the sports sector.

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SEBI proposes to ease Delisting process | Consultation Paper On Review Of Voluntary Delisting Norms

– Avinash Shetty, Assistant Manager | corplaw@vinodkothari.com

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Related Resources on the topic:

  1. Easing Delisting of Equity Shares

SEBI Consultation Paper (CP) to curb association of SEBI Registered Intermediaries (RIs) with unregistered Finfluencers

– Sanya Agrawal | corplaw@vinodkothari.com

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Our detailed article on the topic can be read here

Social stock exchange for enterprises: a road not taken, or a road not found?

Payal Agarwal, Senior Manager | payal@vinodkothari.com 

Social Stock Exchange (SSE) that emerged as a concept in India for the first time in the Budget Speech of FY 2019-20, has become a reality with the creation of a necessary regulatory ecosystem around the same during 2022. More about the regulatory ecosystem of SSEs can be read at Social stock exchanges: philanthropy on the bourses. Following the same, the two recognised stock exchanges of India having nation-wide trading terminals, viz., the NSE and BSE, have been granted recognition as SSEs in India. With this, an implementation mechanism has been provided for the “social enterprises” to get itself registered and listed on the SSEs. 

As per the NSE’s list of registered NGOs, a total of 18 not-for-profit organizations (NPOs) have been registered till date (data accessed on 4th September, 2023). The BSE’s website also contains a list of around 19 NPOs registered with its SSE segment. Fundraising through SSE is not a mandatory requirement for NPO; however, to facilitate fund raising by NPOs, a proposal has been rolled out to relax certain requirements applicable to NPOs registered with SSEs. A brief of the proposals may be accessed at Flexibility-centric recommendations proposed for SSE framework. While a traction is observed in NPOs getting registered with SSEs as a “social enterprise”, the other group of social enterprises, the for-profit entities (FPEs) have been seemingly neglected. 

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The basics of bringing an IPO

Mahak Agarwal | corplaw@vinodkothari.com

The Indian IPO market is currently booming. The performance of the Indian markets is a testament to the growth potential that it has for investors as well as the issuers. The markets are at an all time high in almost all sectors hitting new peaks everyday, giving companies an opportunity to hit the ‘jackpot’ with their issues. A 2023 Report by EY[1] on IPO trends in India bears witness to the impressive positive outlook for IPO activity in India. The India Stock Exchanges have ranked 1st in the world in terms of the number of IPOs during 2023 and in the times to come, a fresh and significant momentum is anticipated in the Indian IPO markets encompassing both, the Main Board and the SME Board.

Having discussed the above, companies looking to bring an IPO may often find themselves bogged down by several basic questions including the ‘what’ of everything. This article proposes to answer such questions and capture the basics of bringing an IPO.

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SEBI proposes to regulate ‘Finfluencers’

Proposed regime may have registration, advertising guidelines, etc

– Sharon Pinto & Avinash Shetty | (corplaw@vinodkothari.com)

Introduction

In the digital age that we live in, our decisions are influenced by the content we consume on social/digital media platforms. This may include financial decisions too. Recently, there has been a rising trend of persons or entities who post quick bite sized posts with content providing financial advice or even promoting financial products. While some of these persons may merely have the intent of educating the masses and making financial advice more accessible, some may be working at the instance of issuers of these products, SEBI registered intermediaries, etc., for gain or gratification. Thus, influencers, who put digital content on financial products, and are engaged by any “regulated entities” or securities intermediaries, are now intended to be brought under the regulatory ambit of SEBI.

SEBI vide Consultation Paper (‘CP’) dated August 25, 2023, has put forth its concerns w.r.t. the functioning of the said finfluencers and has also proposed to regulate these entities (Our snippet covering the proposals in the CP can be viewed here).

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SEBI approves changes in SSE framework – Eases registration & listing of NPOs

– Payal Agarwal, Senior Manager | corplaw@vinodkothari.com

(Updated as on November 28, 2023)

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Access our resource centre on Social Sector her:

Proposal to designate a Research Analyst Administration & Supervisory Body to administer and supervise the RAs: SEBI Consultation Paper dated 22.08.2023

– Neha Malu, Senior Executive | Corplaw@vinodkothari.com

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