Highlights of Bulletine : Uniqlo to Partner Arvind Brands & Retail to Set Shop in India , National Stock Exchange (NSE) and Japan Exchange Group (JPX) Plan Nifty Futures on Osaka Stock Exchange (OSE), MicroAd of Japan Sets up India Office, Isuzu Motors Finalises India Plant Location, Mahindra Satyam and Techmatrix Join Hands to Explore Opportunities in Healthcare Market

1. Indo-Japan Trade & Investment
Bulletin
January Issue
Japan Desk, Corporate Professionals
2013

2. INDEX
Indo-Japan Trade & Investment Highlights
Uniqlo to Partner Arvind Brands & Retail to Set Shop in India
National Stock Exchange (NSE) and Japan Exchange Group (JPX) Plan Nifty Futures on
Osaka Stock Exchange (OSE)
MicroAd of Japan Sets up India Office
Isuzu Motors Finalises India Plant Location
Hitachi Consulting Drives into Expansion Mode
Tata Steel may Buy Coke from Mitsubishi Chemicals
Panasonic to Improve River Sal’s Water Quality
Sony’s India Revenues Grow Despite Decrease in Global Revenues
Mahindra Satyam and Techmatrix Join Hands to Explore Opportunities in Healthcare
Market
Anritsu Corporation Makes India Entry
Knowledge Centre
The Companies Act 2012 – An Overview

3. Indo-Japan Trade & Investment Highlights
Uniqlo to Partner Arvind Brands & Retail to Set Shop in India
The Japanese apparel retailing giant Uniqlo may have found a suitable partner in Arvind Brands
& Retail to expand their retail operations into India. Uniqlo reportedly decided to partner with
Arvind after considering other suitable partners in India including Bharti Enterprises, Madura
Fashion & Lifestyle, and Reliance Brands. The Uniqlo Joint Venture could be the deal that
Arvind, one of the largest denim makers in the world, has been looking for in order to boost its
revenues. The combination of unusual for Japanese companies aggressive approach of Uniqlo
and the solid supply chain and expertise in Indian market of Arvind is what should make this JV
a successful venture.
National Stock Exchange (NSE) and Japan Exchange Group (JPX) Plan Nifty Futures on
Osaka Stock Exchange (OSE)
In what could be one of the most aggressive steps by NSE to overtake its rival Bombay Stock
Exchange (BSE), the oldest stock exchange in Asia, NSE and JPX are planning to launch futures
based on Nifty index of Indian stocks. The futures, denominated in Yen, will be launched on
OSE by next year. NSE already offers futures trading based on Nifty index of Indian stocks at
Chicago Mercantile Exchange and Singapore Exchange (SGX).
MicroAd of Japan Sets up India Office
Online ad platform company, MicroAd of Japan has set up a subsidiary in India to launch its ad
platform business in the country. The company is looking to launch "MicroAd BLADE" service,
an integrated management platform for display advertisements in order to achieve the target of
having 250 subscriber companies by September, 2013. Online advertisement market in India is
said to be around $480 million currently and is predicted to grow between 33% to 40% per year.
Isuzu Motors Finalises India Plant Location
Japanese commercial and utility vehicles manufacturing company Isuzu Motors has finalised Sri
City in Andhra Pradesh to set up its manufacturing plant in India. Isuzu plans to invest Rs. 1,000

4. Crore (Rs. 10 billion) to build a Greenfield plant with a capacity of 50,000 vehicles a year. The
company expects the plant to be ready for production by 2015 and will use Hindustan Motors’
Chennai plant and General Motors’ facilities for production of their vehicles till then.
Hitachi Consulting Drives into Expansion Mode
Following the footsteps of other group companies, Hitachi Consulting is expanding its presence
in India aggressively. The company plans to increase headcount from current 2,000 to 4,500 to
compliment its $25 million plans to strengthen the physical infrastructure of the company in
India. With the recent acquisition of Celerant Consulting, the company has been able to
strengthen its presence in Europe and US. The India expansion plans of the company will result
in India becoming the biggest development and support base with more than 50 per cent of
associates based in India.
Tata Steel may Buy Coke from Mitsubishi Chemicals
Mitsubishi Chemical Holdings Corporation is said to be in final negotiations with Tata Steel to
supply coking-coal on a long term basis. The deal with India’s largest steel manufacturer may
come at a time when Mitsubishi has been looking for new supply contracts as their contract with
Kokura Steelworks will be terminated. After the merger of Nippon Steel and Sumitomo Metal
Corporation, Kokura Steelworks is ending the four decade old relationship with Mitsubishi as it
plans to procure coke from Nippon Coke & Engineering Company.
Panasonic to Improve River Sal’s Water Quality
Five member delegation of experts from Panasonic excel international company limited visited
Salcete, Goa to conduct study on water of the third largest river in Goa. The Japanese team will
conduct analysis of water and will recommend remedial measures to improve the water quality
of River Sal.
Sony’s India Revenues Grow Despite Decrease in Global Revenues
Sony is expecting increase in revenues from its operations in India by 30-40 per cent to make
India its fourth biggest market in the world after US, China and Japan. Relying on the solid
growth of revenues and launch of India specific products, the company is optimistic about
touching revenue target of Rs. 20,000 Crores (Rs. 200 billion) by 2015. Sony is also looking to

5. replicate the working style of Sony India in their European entities to achieve better efficiency
and growth.
Mahindra Satyam and Techmatrix Join Hands to Explore Opportunities in Healthcare
Market
Indian IT major Mahindra Satyam has announced partnership with TechMatrix of Japan to tap
potentially strategic growth areas in healthcare market by providing cloud-based healthcare
solutions in ASEAN region. The partnership will focus on providing quality healthcare solutions
to hospitals and image scanning centres to reduce healthcare costs and to improve the quality of
services.
TechMatrix, through its subsidiaries Ichigo and Nobori, will provide Teleradiology network
infrastructure product line and Cloud-based services for Healthcare information. Mahindra
Satyam will provide cloud and mobile-based services in Malaysia and Singapore along with
direct sales and IT services in ASEAN region.
Anritsu Corporation Makes India Entry
Japanese communications test and measurement solutions provider Anritsu Corporation has
made India entry by setting up a wholly owned subsidiary in Bangalore. The company is
optimistic about growing at the rate of 20% by relying on providing marketing, sales,
engineering, services and support as the new telecom policy is likely to refuel growth in the
telecom industry. Anritsu is not new to India as the company has been present in the country
since 1980 through its liaison offices in New Delhi and Bangalore.

6. Knowledge Center
The Companies Act 2012 – An Overview
Introduction:
For decades, India Inc. has been regulated and chartered under the Companies Act, 1956 which
is now set to be replaced by a new legislation, now a Bill- Companies Bill, 2012. The Lower
House of the Parliament of India has passed the Bill on 18th December 2012 and only the Upper
House’s approval and the Presidential assent remain pending before the Bill becomes an Act.
Corporate India has undergone revolutionary changes in terms of economic growth and
development and has witnessed much of legal and technological advancements since the
enactment of the Act of 1956 and the need for the new legislation has since been felt. The new
Bill comes as a welcome change for investors and other stakeholders, promises to bring reforms
in the enforcement measures, mandates for increased transparency and accountability,
endeavours to strengthen corporate governance and provides for provisions to ensure ethical and
vigilant activities of the Directors and other professionals in the Company.
Corporate Governance:
In the Bill, much emphasis has been made towards good governance practices and better
disclosures. It has kept in mind the necessity of transparency in corporate functioning and has
provided for provisions for better disclosure like statement of compliances of all laws in board
reports, more disclosures in financial statements and includes associated accompanies and joint
ventures in ambit of consolidated accounts, mandated the applicability of Postal Ballot to Private
Companies, introduces auditing and secretarial standards, provides for mandatory appointment of
independent directors and further mandate the requirement of quorum of general meeting based
upon number of members in public company.
India, in the past decade, has witnessed some major corporate scams sending jitters to the
economy and shaking investors’ confidence. The new law proposes to bring in a paradigm shift
in the corporate world by providing for more stringent norms and increased penalty provisions.
The law has addressed the concerns raised by some of the scams like Vanishing companies, IPO
and Satyam case and has taken initiatives to prevent such reoccurrences. The provisions like
mandatory internal audit for specific companies, provision for rotation of auditors, increased role

7. of audit committee, restriction on providing of certain specified services by Auditors, restricting
Financial year to April to March without provision of extension, power of re-opening of accounts
by courts and tribunals, and establishment of Serious Fraud Investigation Office (SFIO) as main
investigating agency for frauds relating to companies etc. are few examples of steps taken
towards ensuring the protection of investors’ interest and placing more responsibilities and
accountability on Company’s management.
Class Action:
There are some noteworthy and welcome provisions in the Bill to protect the interest of
stakeholders.
For instance, class action. Class action or class suit is a lawsuit that allows a large number of
people with a common interest in a matter to sue or be sued as a group. The Bill provides that
such suits may be filed by members or depositors or any class of them, if they are of the opinion
that the management or the affairs of the company are being conducted in a manner prejudicial to
the interest of the company, its members or depositors.
Varying the terms of contract or objects in prospectus will be subject to stringent procedure.
Dissenting shareholders will have to be given an exit opportunity by the promoters.
Internal Audit is to be conducted in certain companies and all listed companies and certain class
of companies, as prescribed, will have to compulsorily rotate their auditors. Further, where an
auditor is party to a fraud, the individual as well as the audit firm will be subject to punishment.
Also noteworthy is the provision prohibiting forward dealings in securities of a company by key
managerial personnel. The Bill provides that no director of a company or any of its key
managerial personnel shall buy - in the company, or in its holding, subsidiary or associate
company - a right to call for delivery or make delivery at a specified price and within a specified
time, of a specified number of relevant shares or a specified amount of relevant debentures; or a
right, as he may elect, to call for delivery, or to make delivery at a specified price and within a
specified time, of a specified number of relevant shares or a specified amount of relevant
debentures.
One Person Company:
The Bill introduces several new concepts. One such being, one person company (OPC) that
provides Indian entrepreneurs who run proprietorships an opportunity to corporatize without
adding any family member just to have a minimum number of members. OPC is a company with
just one person as a member. Such a company may be formed for any lawful purpose as a

8. private company. It is formed by subscribing the name of such one person to a memorandum and
complying with the requirements of the law in respect of the registration. China, the USA and
Singapore are among countries that have legal provisions relating to or concept similar to OPC.
Another positive is the prescription of more stringent penalties for contraventions. In many
instances, the monetary punishment has been increased and grave defaults have been made non-
compoundable.
National Company Law Tribunal:
The Bill also provides for the establishment of the National Company Law Tribunal (NCLT).
This Tribunal will deal with all issues or disputes under the Companies Act and also to expedite
disposal of company-related cases. Existing powers of the Company Law Board (CLB) will be
transferred to the NCLT, as well as those exercised by high courts in respect of winding up of
companies, amalgamation and merger, rehabilitation and revival of sick industrial companies,
reduction of share capital, etc.
Concluding Remarks:
Though in its initial phases the Bill may witness some interpretational confusions, the same will
be remedied in due course with time and with the notification of the Rules with respect to the
Act. Efforts have been made to avoid regulatory overlaps. However, the Bill still promises to be
a welcome change to plug the ambiguities, increase disclosures, encourage compliances, promote
better governance and responsibility and provides safeguards for all stakeholders.

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