Corporate Law

The Bombay High Court has ruled that the May 2026 amendment to the Insolvency and Bankruptcy Code, 2016 (IBC), which removed the automatic interim moratorium for personal guarantors of corporate debtors, applies to insolvency applications that were already pending when the amendment took effect. The decision clears the path for creditors to continue parallel recovery proceedings against personal guarantors even while insolvency applications filed under Section 95 of the IBC r

The National Company Law Appellate Tribunal (NCLAT), Principal Bench at New Delhi, has struck down a condition inserted by the National Company Law Tribunal (NCLT) into a resolution plan approved by the Committee of Creditors (CoC) for a Micro, Small and Medium Enterprise (MSME) corporate debtor. The condition in question required 5 percent of the corporate debtor's equity to be reserved for public shareholders, a term that had no basis in the resolution plan as approved by t

Introduction In M&A transactions, the buyer and the seller frequently disagree on valuation. The buyer values the target based on current performance and verified financials, while the seller prices the business based on projected growth and future potential. An earn-out clause bridges this gap by making a portion of the purchase consideration contingent upon the target achieving agreed performance milestones after the closing date. In India, earn-out provisions have become i

Introduction The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR") form the backbone of corporate governance and disclosure obligations for all listed entities in India. Compliance with these regulations is not optional; missing a single filing deadline can attract penalties of Rs. 5,000 per day, show-cause notices from stock exchanges, and in severe cases, trading suspension of the company's securities. T

The National Company Law Appellate Tribunal (NCLAT), Principal Bench at Delhi, in Rajesh Mehru v. Punjab National Bank & Rajeesh Gupta [Company Appeal (AT) (Insolvency) 530/2026, 2026 LLBiz NCLAT 312], has ruled that the adjudicating authority cannot appoint a liquidator without considering the Committee of Creditors' (CoC) unanimous recommendation under the Insolvency and Bankruptcy Code, 2016 (IBC). A bench comprising Justice Sharad Kumar Sharma (Judicial Member) and Techni

The National Company Law Appellate Tribunal (NCLAT), New Delhi, in Gopal Kalra v. Akhilesh Kumar Gupta (Company Appeal (AT) (Ins.) No. 567 of 2024), upheld the order of the National Company Law Tribunal (NCLT) directing the appellant to contribute Rs. 3.18 crores to the assets of the corporate debtor. The bench comprising Justice Rakesh Kumar Jain (Judicial Member), Mr. Naresh Salecha (Technical Member), and Mr. Indevar Pandey (Technical Member) affirmed that once transaction

The Corporate Laws (Amendment) Bill, 2026 (Bill No. 85 of 2026), introduced in the Lok Sabha on 23 March 2026 by the Finance and Corporate Affairs Minister, proposes to insert a new Section 203A into the Companies Act, 2013. This provision creates, for the first time, a structured statutory framework governing the resignation of whole-time Key Managerial Personnel (KMP) who are not directors. By establishing clear procedures for notice, intimation to the Registrar of Companie

In a significant ruling for India's securities enforcement framework, the Supreme Court on August 11, 2026 restored SEBI's insider trading findings against the promoters of Tara Jewels Limited. The bench of Justice Sanjay Karol and Justice Nongmeikapam Kotiswar Singh, in Securities and Exchange Board of India v. Rajeev Vasant Sheth (2026 INSC 826), held that mere possession of Unpublished Price Sensitive Information (UPSI) while trading in a company's securities is sufficient

Introduction The Securities and Exchange Board of India ("SEBI") has notified the SEBI (Custodian) (Amendment) Regulations, 2026 (the "Amendment") vide Notification No. SEBI/LAD-NRO/GN/2026/308 dated July 3, 2026. The Amendment introduces a fundamental change to the fee payment framework governing custodians of securities in India by replacing the long-standing annual registration fee with a monthly payment obligation. The revised regime takes effect on October 1, 2026, and r

The Supreme Court of India, in Pannalal Bhansali v. Bharti Telecom Limited, 2026 INSC 213, delivered on 10 March 2026, upheld the selective reduction of share capital by a closely held company under Section 66 of the Companies Act, 2013. A bench of Justices P.V. Sanjay Kumar and K. Vinod Chandran dismissed appeals filed by eleven minority shareholders, ruling that Section 66 does not mandate a valuation report from a registered valuer as a condition for reducing share capital

The National Company Law Appellate Tribunal (NCLAT), Principal Bench at New Delhi, has delivered a significant ruling reinforcing the sanctity and finality of approved resolution plans under the Insolvency and Bankruptcy Code, 2016 (IBC). In its judgment dated 8 April 2026 in Indian Bank and Ors. v. State Bank of India and Ors. [Company Appeal (AT) (Ins.) No. 629 of 2024], the Tribunal held that neither the Committee of Creditors (CoC) nor a Monitoring Committee constituted u

The National Company Law Appellate Tribunal (NCLAT), in its order in Religare Finvest Limited v. Strategic Credit Capital Private Limited (Company Appeal (AT) (Insolvency) No. 398 of 2023), dismissed a financial creditor's appeal and ruled that the Corporate Insolvency Resolution Process (CIRP) under Section 7 of the Insolvency and Bankruptcy Code, 2016 (the "Code") cannot be initiated against a Financial Service Provider (FSP). A three-member bench comprising Judicial Member

Introduction The Insolvency and Bankruptcy Board of India (IBBI) notified the IBBI (Insolvency Resolution Process for Corporate Persons) (Third Amendment) Regulations, 2026 on June 1, 2026, with the amendments coming into force on June 2, 2026. These regulations introduce significant procedural changes to the Corporate Insolvency Resolution Process (CIRP) framework under the Insolvency and Bankruptcy Code, 2016 (IBC). The Third Amendment operationalizes several provisions of

Introduction The Ministry of Corporate Affairs (MCA) has invited stakeholder suggestions on the proposed Integrated Platform for Insolvency Ecosystem (iPIE), a unified digital platform intended to integrate all stakeholders, processes, and technology systems operating under the Insolvency and Bankruptcy Code, 2016 (IBC). The consultation, announced in July 2026, sought comments from insolvency professionals, financial institutions, industry bodies, and academia in a prescribe

The Ahmedabad bench of the National Company Law Tribunal (NCLT) has held that the removal of a nominee director from the board of a company, where the director possesses no vested rights or financial interest in the company, does not constitute oppressive or prejudicial conduct under Sections 241 and 242 of the Companies Act, 2013. The decision in Dhartiben Mukeshbhai Bhoraniya v. Security Ops India Private Limited and Others [CP/29(AHM)2026 and CP/31(AHM)2026], cited as 2026