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Update from Managing Partner
1)Delhi HC Awards 5 Lakh as Damages To Yahoo Inc
The Delhi High Court on Monday directed payment of Rs. 5 lakh as damages to US-based Yahoo Inc. for trademark infringement by a website called ‘yahookochi’. The Court restrained the website from using its trademark or any other deceptively similar mark.
There is also no plausible explanation for the adoption of the identical mark as part of trading name and domain name of the defendants. Further, the defendants cannot have any justification for the adoption of the mark YAHOO. The potentiality of harm is enormous on the internet as the plaintiff has a very wide internet presence and operates various YAHOO formative websites,” Delhi High court.Delhi High Court, thereafter, directed payment of compensatory damages of Rs. 2 lakhs and punitive damages of Rs.3 lakhs
2)Exemptions to Private Companies: Specific focus on Start-up companies
The Government through its Ministry of Corporate Affairs has introduced exemptions to private limited companies under various sections of the Companies Act, 2013, mainly focussing on start-up companies.
The present set of exemptions are introduced by the Ministry of Corporate Affairs in exercise of its powers under Section 462 of the Companies Act, 2013 vide Notification No. GSR 583(E) [F.NO.1/2/2014CLV], dated June 13, 2017 ("AmendmentNotification"). The Amendment Notification amends the Notification no. G.S.R. 464(E), dated June 05, 2015 ("Principal Notification") issued by the Ministry of Corporate Affairs, to the extent stated therein.
The Government of India initiated the Startup India Action Plan in the year 2016, and vide G.S.R. notification 180 (E) dated February 17, 2016 issued by the Ministry of Commerce and Industry ("DIPP First Notification") defined start-ups. The definition was further modified vide G.S.R. notification 501 (E) dated May 23, 2017 ("DIPP Second Notification"), which superseded the first notification. However, there was no definition of start-ups under the Companies Act, 2013, and, therefore, the said Act did not grant any specific exemptions/relaxations to start-ups.
Inclusion of Start-ups in the Act
The Amendment Notification defines start-ups under 'Explanation to Section 2(40)' as follows:
'startup' or "startup company" means a private company incorporated under the Companies Act, 2013 (18 of 2013) or the Companies Act, 1956 (1 of 1956) and recognised as startup in accordance with the notification issued by the Department of Industrial Policy and Promotion, Ministry of Commerce and Industry.
Therefore, the definition as per the DIPP Second Notification (which was issued in supersession of the earlier DIPP First Notification) is applicable:
An entity shall be considered as a Startup:
(a) if it is incorporated as a private limited company (as defined in the Companies Act, 2013) or registered as a partnership firm (registered under section 59 of the Partnership Act, 1932) or a limited liability partnership (under the Limited Liability Partnership Act, 2008) in India; and
(b)up to seven years from the date of its incorporation/registration; however, in the case of Startups in the biotechnology sector, the period shall be up to ten years from the date of its incorporation/registration; and
(c)if its turnover for any of the financial years since incorporation/registration has not exceeded Rupees 25 crores; and
(d)if it is working towards innovation, development or improvement of products or processes or services, or if it is a scalable business model with a high potential of employment generation or wealth creation.
Provided that any such entity formed by splitting up or reconstruction of a business already in existence shall not be considered a 'Startup'.
Exemptions/relaxations to start-ups
In addition to defining start-ups, the Amendment Notification also provides specific exemptions to start-ups, each of which is explained herein below:—
(a)The financial statement of a start-up company need not include the cash flow statement. Section 2 (40) of the Act has been modified to this extent. This is in addition to the already existing exemptions for One Person Company, small company and dormant company.
(b)The conditions stipulated under Section 73 (2) (a) to (e) of the Act are not applicable to a start-up company for a period of five years from the date of its incorporation.
As per Section 73 (2) of the Act, a company may accept deposits from its members on such terms and conditions, including the provision of security, if any, or for repayment of such deposits with interest, as may be agreed between the company and its members. However, the same is subject to:
(a) passing of a resolution in general meeting;
(b)the rules prescribed under the Companies (Acceptance of Deposits) Rules, 2014; and
(c)fulfilment of conditions prescribed under Sections 73(2) (a) to (f) of the Act.
3) Shriram Capital Ltd and IDFC Ltd likely to Merge
As per market rumours, both Shriram Capital and IDFC are in talks to merge their businesses to create a financial services behemoth with combined revenue of more than $4 billion.
It is also rumoured that the entire lending business of Chennai-based Shriram Capital, which includes listed entities such as Shriram Transport Finance Ltd and Shriram City Union Finance, will be merged with IDFC Bank, a unit of IDFC Ltd and that the unlisted entities under Shriram Capital, which includes the life and general insurance companies, will be combined with IDFC, they said. WATCH THIS SPACE FOR MORE NEWS ON THIS
4) Oil behemoth in making, Govt to finalise ONGC-HPCL deal soon
The Union government is inches away from finalising a deal between the state-run oil entities ONGC and HPCL, in which ONGC will acquire 51% stake of HPCL, reported a leading business daily. Cabinet approval regarding this deal is expected to come in within the next few weeks.
This deal will give both the companies capacity to bear higher risks, avail economies of scale, commit to bigger investment decisions and create more value for the stakeholders.
07 July 2017