IT company Mahindra Satyam has filed a lawsuit against its former chairman Ramalinga Raju and ex-employees for fraud related to a $200 million accounting scandal. This is seen as a precedent setting case as it is the first of its kind civil suit seeking damages for fiduciary duties. If successful, a decision could take 5-6 years due to backlog in courts. The case highlights the need for stronger corporate governance norms and accountability of directors and auditors in India.
Choosing the appropriate legal structure is a crucial decision for any startup.What are the basic forms of doing business and their relative benefits? Essential procedures and prerequisites of each form of business.
Contractual safeguards: How do we limit contractual liability? Relevant stakeholders (promoters/co-founders; employees; consultants; clients and vendors) and the respective contract liability mitigating strategies.
Data Protection: How do we protect the competitive value of data in our business? Data protection is distinct from IPRs, and therefore, we must understand the legal framework of protecting data and the relevant international trends in this regard.
Choosing the appropriate legal structure is a crucial decision for any startup.What are the basic forms of doing business and their relative benefits? Essential procedures and prerequisites of each form of business.
Contractual safeguards: How do we limit contractual liability? Relevant stakeholders (promoters/co-founders; employees; consultants; clients and vendors) and the respective contract liability mitigating strategies.
Data Protection: How do we protect the competitive value of data in our business? Data protection is distinct from IPRs, and therefore, we must understand the legal framework of protecting data and the relevant international trends in this regard.
Corporate digest magazine august, 2017 by venture careKumar Kanaujia
Corporate Digest is a monthly e-magazine published for India Business owners by www.venture-care.com. It contents latest trends and expert opinions on Business, Strategy, Technology, Digital, Finance and Legal.
Broker Opportunity: Legal and Identity Theft Solutions as Voluntary BenefitsAntonio Muniz Olan
This white paper explores nine reasons for
benefits brokers to embrace this evolving
business model, and the competitive gains they
stand to make in offering their clients voluntary
products such as IDT protection and legal plans.
IndiaJournal: India in focus as IRS widens its range for targeting offshore ...Nair and Co.
The waves created last year when the U.S. Department of Justice targeted Swiss banking giant UBS for helping individuals evade American taxes with offshore accounts has rippled onto the shores of India. Early this summer, it was reported the Justice department and the Internal Revenue Service turned their eyes toward the subcontinent with letters to HSBC Holdings Plc clients suspected of failing to disclose offshore bank accounts in India.
This scheme was allegedly conceived by Francis Yuen, part of Richard Li’s buyout group, and instructions were given to Inneo Lam, Regional Director at Fortis, to distribute the shares to 500 Fortis agents. Without these insurance agents, the buyout plan would only gain marginal support, with 903 approving and 854 opposing8.
Corporate digest magazine august, 2017 by venture careKumar Kanaujia
Corporate Digest is a monthly e-magazine published for India Business owners by www.venture-care.com. It contents latest trends and expert opinions on Business, Strategy, Technology, Digital, Finance and Legal.
Broker Opportunity: Legal and Identity Theft Solutions as Voluntary BenefitsAntonio Muniz Olan
This white paper explores nine reasons for
benefits brokers to embrace this evolving
business model, and the competitive gains they
stand to make in offering their clients voluntary
products such as IDT protection and legal plans.
IndiaJournal: India in focus as IRS widens its range for targeting offshore ...Nair and Co.
The waves created last year when the U.S. Department of Justice targeted Swiss banking giant UBS for helping individuals evade American taxes with offshore accounts has rippled onto the shores of India. Early this summer, it was reported the Justice department and the Internal Revenue Service turned their eyes toward the subcontinent with letters to HSBC Holdings Plc clients suspected of failing to disclose offshore bank accounts in India.
This scheme was allegedly conceived by Francis Yuen, part of Richard Li’s buyout group, and instructions were given to Inneo Lam, Regional Director at Fortis, to distribute the shares to 500 Fortis agents. Without these insurance agents, the buyout plan would only gain marginal support, with 903 approving and 854 opposing8.
Acquisory News Chronicle May 2016 - Article on Insolvency and Bankruptcy Code 2016 – A dawn in the era of Credit Market Laws
Latest Corporate News updates- RBI Bank, MCA, SEBI, Tax, DIPP and others
Avoiding Costly Fines: A 2013 Guide to Compliance MandatesSage HRMS
For more than 30 years, Sage has been a leader in the development of Human Resource Management Systems (HRMS) software. Thousands of midsized businesses nationwide have implemented our popular Sage HRMS solutions. From those experiences, we’ve learned that compliance is one of the top challenges facing any human resources department. It can be difficult to stay on top of all of the state and federal workforce laws, regulations, and reporting requirements.
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Sage created this guide to help you stay informed about the latest workforce compliance laws and regulations that may affect your organization. Staying abreast of current mandates enables you to communicate with and train management and employees so that the company is not at risk of expensive employee lawsuits. As with all issues with legal circumstances, the use of this material is not a substitute for the advice of a lawyer and when in doubt or for advice with respect to any specific human resources mandate please contact your lawyer. Additionally, this material is provided for informational purposes only and not for the purpose of providing legal advice.
Mergers_ Tool to Survive the Second Wave of Covid19 3.pdfmyLawyerAdvise
One of the main objectives of an entity is GOING CONCERN. Many business organisations shut down as a result of covid due to lack of resources in operating their routine transactions. The most suitable solution for small scale businesses post covid is merger. Mergers will lead to expansion of resources, retention of employment, fund rotation, adequate balance of demand and supply etc. As the firms emerge from the pandemic, mergers would be the best way to come out of the financial stress for small businesses. It will help leaders gain economies of scale or at least the potential to run more efficiently. Once the economy recovers and accelerates out of recession, the small businesses can take advantage of the environment to execute its strategic acquisition agenda and to position the business to exceed industry-average growth. Mergers are a great way to lock down your business and create job opportunities, allowing customers to access your products and services. It will be a mutually beneficial situation
Chapter 4 The Institutionalization of Business Ethics 107.docxchristinemaritza
Chapter 4: The Institutionalization of Business Ethics 107
services use the same letter grades, but use various combinations of upper- and lowercase
letters to differentiate themselves.
As early as 2003, financial analysts and the three global rating firms suspected that there
were some major problems with the way their models were assessing risk. In 2005, Standard
& Poor’s realized that its algorithm for estimating the risks associated with debt packages was
flawed. As a result, it asked for comments on improving its equations. In 2006–2007 many
governmental regulators and others started to realize what the rating agencies had known for
years: Their ratings were not very accurate. One report stated that the high ratings given to
debt were based on inadequate historical data and companies were ratings shopping between
companies so as to obtain the best rating possible. It was found that investment banks were
among some of the worst offenders, paying for ratings and therefore causing conflicts of interest.
The amount of revenue these three companies annually receive is approximately $5 billion.
Further investigations uncovered many disturbing problems. First, Moody’s, S&P’s,
and Fitch had all violated a code of conduct that required analysts to consider only credit
factors, not “‘the potential impact on Moody’s, or an issuer, an investor or other market
participant.”’ Also, these companies had become overwhelmed by an increase in the volume
and sophistication of the securities they were asked to review. Finally, analysts, faced with
less time to perform the due diligence expected of them, began to cut corners.
SEC Chairman Mary Schapiro believes that the SEC must take more drastic measures to
implement oversight for credit-rating firms—a group that was largely blamed for not catching
risky activity in the financial sector sooner. Part of the problem, as Schapiro sees it, is that
credit rating firms are paid by the securities that they rank. This creates a conflict of interest
problem, and can affect the reliability of the ratings.23 No organization is exempt from criticism
over how transparent it is. While large financial firms have received most of the fury over risk
taking and executive pay, even nonprofits are now being scrutinized more carefully.24
THE SARBANES–OXLEY ACT
In 2002, largely in response to widespread corporate accounting scandals, Congress passed
the Sarbanes–Oxley Act to establish a system of federal oversight of corporate accounting
practices. In addition to making fraudulent financial reporting a criminal offense and
strengthening penalties for corporate fraud, the law requires corporations to establish
codes of ethics for financial reporting and to develop greater transparency in financial
reporting to investors and other stakeholders.
Supported by both Republicans and Democrats, the Sarbanes–Oxley Act was enacted to
restore stakeholder confidence after accounting fraud at Enron, WorldCom, ...
2018 was an interesting year for legal changes in corporate, finance and technology sector and the “Way of Doing Business” in India which dominated the headlines and we can expect 2019 to continue in the same way. Our article- Key Legal Developments in 2018 highlights some of the key legal changes of 2018 that you should take the time to understand and be prepared for. It’s important for any business owner to be aware of the changes affecting their business & put in place suitable safeguards. Failing to be prepared is often costly in terms of money, resource & time.
Navigating the world of forex trading can be challenging, especially for beginners. To help you make an informed decision, we have comprehensively compared the best forex brokers in India for 2024. This article, reviewed by Top Forex Brokers Review, will cover featured award winners, the best forex brokers, featured offers, the best copy trading platforms, the best forex brokers for beginners, the best MetaTrader brokers, and recently updated reviews. We will focus on FP Markets, Black Bull, EightCap, IC Markets, and Octa.
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A personal brand exploration presentation summarizes an individual's unique qualities and goals, covering strengths, values, passions, and target audience. It helps individuals understand what makes them stand out, their desired image, and how they aim to achieve it.
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We know we want to create products which our customers find to be valuable. Whether we label it as customer-centric or product-led depends on how long we've been doing product management. There are three challenges we face when doing this. The obvious challenge is figuring out what our users need; the non-obvious challenges are in creating a shared understanding of those needs and in sensing if what we're doing is meeting those needs.
In this webinar, we won't focus on the research methods for discovering user-needs. We will focus on synthesis of the needs we discover, communication and alignment tools, and how we operationalize addressing those needs.
Industry expert Scott Sehlhorst will:
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Top mailing list providers in the USA.pptxJeremyPeirce1
Discover the top mailing list providers in the USA, offering targeted lists, segmentation, and analytics to optimize your marketing campaigns and drive engagement.
Recruiting in the Digital Age: A Social Media MasterclassLuanWise
In this masterclass, presented at the Global HR Summit on 5th June 2024, Luan Wise explored the essential features of social media platforms that support talent acquisition, including LinkedIn, Facebook, Instagram, X (formerly Twitter) and TikTok.
Anny Serafina Love - Letter of Recommendation by Kellen Harkins, MS.AnnySerafinaLove
This letter, written by Kellen Harkins, Course Director at Full Sail University, commends Anny Love's exemplary performance in the Video Sharing Platforms class. It highlights her dedication, willingness to challenge herself, and exceptional skills in production, editing, and marketing across various video platforms like YouTube, TikTok, and Instagram.
buy old yahoo accounts buy yahoo accountsSusan Laney
As a business owner, I understand the importance of having a strong online presence and leveraging various digital platforms to reach and engage with your target audience. One often overlooked yet highly valuable asset in this regard is the humble Yahoo account. While many may perceive Yahoo as a relic of the past, the truth is that these accounts still hold immense potential for businesses of all sizes.
LA HUG - Video Testimonials with Chynna Morgan - June 2024Lital Barkan
Have you ever heard that user-generated content or video testimonials can take your brand to the next level? We will explore how you can effectively use video testimonials to leverage and boost your sales, content strategy, and increase your CRM data.🤯
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LA HUG - Video Testimonials with Chynna Morgan - June 2024
Corporate Governance
1.
2. IT company Mahindra Satyam have filed a lawsuit against
founder and former Chairman of Satyam Computer, Ramalinga
Raju along with some ex-employees and former auditor Price
Waterhouse in Hyderabad court seeking damages for
committing fraud, breach of fiduciary
responsibility, obligations and negligence in performance of
duties.
Top corporate lawyers have termed this as “first of its kind” .
According to media reports, the firm has also sought
damages, which some people estimate could be as high as $200
million.
3. Leading corporate tax lawyer and Supreme
Court advocate, Mr H.P. Ranina, told Business
Line that the main reason behind the suit seems
to be the new management's (led by the
Mahindra Group) interest in recouping the losses
incurred by the company due to the alleged
accounting fraud.
Since it is a civil suit, a final decision could take
at least 5-6 years due to the long list of pending
civil cases in the respective civil courts, he said.
4. Significantly, the other fall-out would be on directors.
“Due to the possibility of such civil suits, not many
people will now be ready to take up the offer of joining
the board of companies as directors as these liabilities
will be much more than the negligible amount that they
are offered as fees,”.
Another corporate lawyer, speaking on condition of
anonymity, said the case seems to be
‘unprecedented', adding that nothing in law stops the
company from ensuring that it recovers all its money
from the ‘fraudsters'.
5. The scale of irregularities is indeed a shock from which
the financial world will take some time to recover.
Here was a company with more than 50,000
employees, offices in more than 60 countries, a multi-
layered professional management, more than 650
clients (one third of which were Fortune 500
companies), a pedigreed Board (till very recently), a
company that was very well tracked by sell-side and
buy-side analysts, a stock listed in multiple global
exchanges and to top it all, one that had Price
Waterhouse as its auditor. For such a highly visible
company with a seemingly real business, the scale of
the fraud looks too unpalatable to digest.
6. The Companies Bill, which seeks to replace a half-a-century-old Act, will be
presented in parliament in the ongoing budget session, said the finance
minister.
The new Companies Bill promises greater share-holder democracy and
stricter corporate governance norms. The Bill introduces for the first time in
India the concept of class action suits, which would empower investors to
sue a company for “oppression and mismanagement” and claim damages.
The Bill also proposes to tighten the laws for raising money from the public.
There will be a single forum for approval of mergers and
acquisitions, whether domestic or with foreign entities. Also, the procedure
for merger of holdings and wholly-owned subsidiaries will be shortened. It
also seeks to prohibit insider trading by company directors or key
managerial personnel by treating such activities as a criminal offence. Listed
companies to have mandatory 33% independent directors and formation of
a One Person Company will find its way, while empowering the government
to have a simpler compliance regime for small companies.
7. Definition of Independence
The definition of an ID has been considerably tightened.
For example, if a director is a chief executive of an NGO
that receives funding from the company to a certain
extent, the person would not qualify as an independent
director.
Moreover, the definition now includes positive attributes
of independence (that was not the case under clause 49):
the candidate must be “a person of integrity and possess
the relevant expertise and experience” in the opinion of
the board. The Central Government is also vested with the
power to prescribe qualifications for IDs. Every ID is also
required to declare that he or she meets the criteria of
independence.
8. Remuneration
Under the Bill, IDs are entitled only to fees for
attending meetings of the board, and
possibly commissions within certain limits.
The Bill expressly disallows IDs from
obtaining stock options is companies.
Attempts to achieve a proper balance may be
fraught with difficulties under the present
dispensation.
9. Liability
In order to balance the extensive nature of functions and
obligations impose on IDs, the Bill seeks to limit their
liability to matters directly relatable to them. The Bill
limits the liability of an ID “only in respect of acts of
omission or commission by a company which had
occurred with his knowledge, attributable through board
processes, and with his consent or connivance or where he
had not acted diligently.”
This again seems to be a reaction to specific instances in
the recent past where IDs were subject to legal action for
no fault of their own, as evident from the Nagarjuna
Finance episode that occurred in 2009.
10. It becomes a prime focus for
the share holders. We need to
build corporate governance in
the country, otherwise there is
no future,” he warned.
11. He said the government, for the first
time, was working on developing corporate
rating index. “We need to get to work in new
area. We are working on our own Corporate
Rating Index.” At present, India is following
the Corporate Rating Index developed in
other countries.
According to him, India is ranked 163 in the
Global Corporate Rating Index.
12. In this context, Prof. O’Brien spoke of the need
to shift from:
a. government to governance
b.to accountability
c.to responsibility
d.finally to integrity, a process which requires
inter-disciplinary collaboration and an
application of behavioural economics.
13. The unravelling of the Satyam scam, India’s fourth
largest IT company, has put a big question mark on
not only the role of corporate entities but also the
urgent need for re-examining the issue of corporate
governance and the role of the company auditors.
Clearly, with competitiveness and the need for rapid
growth becoming crucial better corporate governance
has become imperative. Plainly, at Satyam the
governance framework has not been effectively
implemented and nor have the auditors been
judicious in examining the company accounts.
14. In fact, Cadbury Chief Sir Adrian Cadbury
captured the spirit of corporate
governance by stating: “Corporate
governance is holding the balance
between economic and social goals and
between individual and communal
goals.
15. Take the case of Nagarjuna Finance where its
head was eventually arrested but that did not
mean that the over 85,000 depositors would
recover their savings of Rs 100 crores. At
Duncan Industries too, the depositors are
running from pillar to post trying to make
sense of the repayment scheme which is
intended to fool them and inordinately defer
payment.
16. SEBI has been seriously considering the idea to
float a public body to carry out the review audit
of listed companies and guidelines in this regard
are expected shortly. According to SEBI sources
the investor protection funds would be used to
carry out this review audit. The review audit
could also be funded by the companies
themselves but the independent body would
empanel auditors with a good track record for
carrying out such audit.
17. According to a report prepared by the Pune-based
Indiaforensic Consultancy Services (ICS) at least 1200
companies listed on the domestic stock exchanges
have forged their financial results in recent times. The
ICS study has alleged that such improper accounting
includes deferring revenue and inflating expenses. The
figure includes 20-25 firms whose stocks make the
benchmark Sensex. Obviously keeping this in
view, the Government has decided to inspect the
books of as many as 150 companies under section
209A of the Companies Act to review whether the
accounts are in order.
18. The Bribery Act 2010 into force on 1 July
2011, amends and reforms the UK criminal
law and provides a modern legal framework
to combat bribery in the UK and
internationally.
19. The Bribery Act creates the following
offences:
Active bribery: promising or giving a financial
or other advantage.
Passive bribery: agreeing to receive or
accepting a financial or other advantage.
Bribery of foreign public officials.
The failure of commercial organisations to
prevent bribery by an associated person
(corporate offence).
20. Penalty
Under the current law imprisonment for up to seven years with
unlimited fine will increase under the Bribery Act to a maximum of
10 years imprisonment.
Jurisdiction
The scope of the law is extra-territorial. Under the Bribery Act, a
relevant person or company can be prosecuted for the above
crimes if the crimes are committed abroad.
Application
The Bribery Act applies to UK citizens, residents and companies
established under UK law. In addition, non-UK companies can be
held liable for a failure to prevent bribery if they do business in the
UK.
21. A company or corporate entity is culpable for
board-level complicity in bribery, including
bribery through intermediaries. There is also
personal liability for senior company officers
that turn a blind eye to such board-level
bribery.