Notes on Indian law filed under Boardroom and corporate, published by Juris Eagle.https://juriseagle.com/insights/practice/boardroom-and-corporateen-inMon, 09 Nov 2026 12:40:42 GMThttps://juriseagle.com/disclaimerhttps://juriseagle.com/insights/how-a-drug-ceiling-price-is-fixed-and-an-overcharging-demand-is-computedhttps://juriseagle.com/insights/how-a-drug-ceiling-price-is-fixed-and-an-overcharging-demand-is-computedA ceiling price for a scheduled formulation under the Drugs (Prices Control) Order, 2013 (DPCO), made under section 3 of the Essential Commodities Act, 1955, is the simple average of the prices to retailer of every brand and generic version with a market share of at least one per cent of total market turnover, plus a retailer margin of 16 per cent, revised each 1 April by the annual wholesale price index (WPI), which for the revision from 1 April 2026 was 0.64956 per cent, the index for 2025 over 2024. A manufacturer that sells above it is liable to deposit the overcharged amount with interest. A price order can go to the Central Government for review within thirty days, a demand has no appeal under the Order and may be brought before a High Court under Article 226 of the Constitution, and contravention is an offence under section 7 of the Act.Sat, 07 Nov 2026 00:00:00 GMTAdv. Harsha Swaroop PHealthcareboardroom-and-corporatecontracts-and-procurementhttps://juriseagle.com/insights/us-company-investing-in-india-fema-routes-and-dividend-taxhttps://juriseagle.com/insights/us-company-investing-in-india-fema-routes-and-dividend-taxA United States company may subscribe to shares of an Indian company under the Foreign Exchange Management (Non-debt Instruments) Rules, 2019 without prior approval where the sector is on the automatic route and the sectoral cap is not crossed, at a price not below the fair value of the shares, and the Indian company must report the issue to the Reserve Bank of India in Form FC-GPR (Foreign Currency-Gross Provisional Return) not later than thirty days from the date of issue. No bilateral investment treaty with the United States appears on the Department of Economic Affairs register, so protection rests on Indian law and on contract. Dividends paid back are taxed at up to 15 per cent under Article 10 of the India-United States tax convention if the company holds at least 10 per cent of the voting stock, and otherwise at 20 per cent, the domestic rate, because the treaty ceiling of 25 per cent is higher.Wed, 28 Oct 2026 00:00:00 GMTAdv. Harsha Swaroop PTradeboardroom-and-corporatehttps://juriseagle.com/insights/related-party-materiality-schedule-xiihttps://juriseagle.com/insights/related-party-materiality-schedule-xiiFrom 19 December 2025 a related party transaction of a listed entity is material, and needs the prior approval of shareholders, only above a threshold that rises with the entity's annual consolidated turnover. Schedule XII to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) sets it at 10 per cent of turnover up to INR 20,000 crore, then on a sliding scale to a ceiling of INR 5,000 crore. The fixed ceiling it replaced was INR 1,000 crore, so the higher materiality threshold reaches only entities with turnover above INR 10,000 crore.Fri, 16 Oct 2026 00:00:00 GMTAdv. Adithya Karthik KCapital marketscapital-marketsboardroom-and-corporatehttps://juriseagle.com/insights/pm-e-drive-and-the-battery-ruleshttps://juriseagle.com/insights/pm-e-drive-and-the-battery-rulesPM E-DRIVE, the scheme that followed FAME-II and subsumed EMPS-2024, now runs to 31 March 2028 on an outlay raised to INR 11,900 crore, and the last date for a claim under any component is 31 December 2027. The same electric two-wheeler that earns a demand incentive also creates an extended producer responsibility liability under the Battery Waste Management Rules, 2022, counted against sales made two financial years earlier. For an electric two-wheeler maker the two clocks cross in 2026-27, the first year its battery collection target bites, and again in 2027-28, when recycled content in new batteries becomes mandatory.Thu, 10 Sep 2026 00:00:00 GMTDr. Vijay MishraManufacturing and incentivescontracts-and-procurementboardroom-and-corporateprojects-and-landhttps://juriseagle.com/insights/fifteen-per-cent-shareholder-company-petitionhttps://juriseagle.com/insights/fifteen-per-cent-shareholder-company-petitionA minority shareholder who petitions the NCLT under section 241 and wins a buyout order still has to survive the arithmetic. On the assumptions below, an illustrative 15 per cent holder in a company with INR 180 crore of turnover ends up about INR 4.99 crore worse off than the same holder who negotiated an exit on day one, roughly 31 per cent of the pro rata value of the stake.Tue, 08 Sep 2026 00:00:00 GMTAdv. Adithya Karthik KCorporate Disputes & Restructuringboardroom-and-corporatecivil-disputeshttps://juriseagle.com/insights/ai-in-contracts-diligence-and-disclosurehttps://juriseagle.com/insights/ai-in-contracts-diligence-and-disclosureContracts for AI tools are usually drafted as if a warranty and an indemnity settle who answers for the tool. In India they settle who pays, and only up to the cap. Responsibility sits elsewhere. The Securities and Exchange Board of India has already notified a regulation, regulation 16C of the Intermediaries Regulations, 2008, under which a regulated person using AI or machine learning tools is solely responsible for investor data, for the output of the tools and for compliance, whether it built the tool or bought it. The Digital Personal Data Protection Act, 2023 will say the same about personal data from 13 May 2027, irrespective of any agreement to the contrary. The Reserve Bank's FREE-AI report is a committee report, and the SEBI guidelines on AI use are still a June 2025 consultation as far as we could trace. So the drafting task is to price and cap a loss the buyer cannot hand over, and the diligence task is to find out what a target actually owns.Mon, 07 Sep 2026 00:00:00 GMTAdv. Adithya Karthik KTechnology and dataai-and-emerging-technologycontracts-and-procurementboardroom-and-corporatetechnology-data-and-producthttps://juriseagle.com/insights/ai-law-in-india-what-binds-todayhttps://juriseagle.com/insights/ai-law-in-india-what-binds-todayA business buying or building AI in India is usually told it faces a new compliance regime. It does not, yet. There is no AI statute. The Digital Personal Data Protection Act, 2023 is the instrument that will govern most AI use of personal data, and its substantive provisions are not in force: the commencement notification of 13 November 2025 puts sections 3 to 17, the data principal rights and the penalty section at 13 May 2027. The Data Protection Board exists but was still advertising for a chairperson and four members in May 2026. One AI-specific obligation does bind now, and it is narrow: the synthetic media provisions inserted into the Information Technology Rules in February 2026, which bind intermediaries rather than every company that uses a model. So the honest answer for most businesses is that the obligation is a dated clock, not a present duty, and the eighteen months are for building.Mon, 08 Jun 2026 00:00:00 GMTAdv. Harsha Swaroop PTechnology and datatechnology-data-and-productcontracts-and-procurementboardroom-and-corporatehttps://juriseagle.com/insights/what-the-labour-codes-cost-youhttps://juriseagle.com/insights/what-the-labour-codes-cost-youGratuity on fixed-term staff now accrues at one year instead of five, and the 144-hour quarterly overtime ceiling is a limit rather than a cost. Both attach to the company and its officers.Mon, 18 May 2026 00:00:00 GMTAdv. Ravi KumarBoardroomboardroom-and-corporateemploymenthttps://juriseagle.com/insights/dutch-holding-companies-mfn-clause-nestle-notificationhttps://juriseagle.com/insights/dutch-holding-companies-mfn-clause-nestle-notificationOn 19 October 2023 the Supreme Court of India held, in Assessing Officer (International Taxation) v. Nestle SA, that a most-favoured-nation (MFN) clause in a protocol to an Indian double taxation avoidance agreement (DTAA) does not operate by itself: the better rate given to a later treaty partner reaches residents of the first country only when the Central Government notifies it under section 90 of the Income-tax Act, 1961, and the later partner must have belonged to the Organisation for Economic Co-operation and Development (OECD) when its treaty with India was entered into. For a Dutch holding company receiving dividends from India, the notified rate under the India-Netherlands DTAA therefore stays at 10 per cent, not the 5 per cent the Dutch assessees claimed. Section 159(1) of the Income-tax Act, 2025 keeps the notification language, and the Department of Economic Affairs lists the India-Netherlands bilateral investment treaty (BIT) as terminated on 1 December 2016.Wed, 08 Apr 2026 00:00:00 GMTAdv. Harsha Swaroop PTradetransaction-advisoryboardroom-and-corporatehttps://juriseagle.com/insights/where-the-lodr-disclosure-clock-startshttps://juriseagle.com/insights/where-the-lodr-disclosure-clock-startsRegulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is usually read as a list of events. It is better read as a set of clocks. Three of them run at different speeds: thirty minutes from the close of a board meeting for what the board decided, twelve hours for an event that came from inside the company, and twenty four hours for one that came from outside it. A fourth clock, the rumour clock, no longer starts when a newspaper prints something; since the 2024 amendment it starts when the price moves. Each clock has a different starting point, and the starting point, not the length, is where most of the compliance risk sits.Thu, 29 Jan 2026 00:00:00 GMTAdv. Adithya Karthik KCapital marketscapital-marketsboardroom-and-corporatehttps://juriseagle.com/insights/revised-schedule-m-gmp-deadlineshttps://juriseagle.com/insights/revised-schedule-m-gmp-deadlinesEvery manufacturer licensed under rule 74, 76 or 78 of the Drugs Rules, 1945 has been bound by the revised Schedule M since 31 December 2025 at the latest: since 28 June 2024 above INR 250 crore, and since 28 December 2024 for a smaller manufacturer that did not file Form A. The only relief we have found is G.S.R. 127(E) of 11 February 2025. It let a manufacturer with turnover under INR 250 crore apply, within three months and with an upgradation plan, for time to 31 December 2025, the last date any instrument we have found gives. As at 14 October 2026, that date is more than nine months past.Wed, 07 Jan 2026 00:00:00 GMTAdv. Adithya Karthik KHealthcareboardroom-and-corporatecontracts-and-procurementhttps://juriseagle.com/insights/india-presence-for-a-german-company-liaison-branch-project-officehttps://juriseagle.com/insights/india-presence-for-a-german-company-liaison-branch-project-officeA German company that wants a presence in India without a subsidiary can seek a liaison office (LO), a branch office (BO) or a project office (PO), approved by an Authorised Dealer Category-I (AD Category-I) bank under the Reserve Bank of India's Master Direction of 1 January 2016, updated to 18 May 2021, which implements the Foreign Exchange Management (Establishment in India of a Branch Office or a Liaison Office or a Project Office or any other Place of Business) Regulations, 2016. A branch office needs five years of profit and a net worth of USD 100,000, a liaison office three years and USD 50,000. Whether an office is a permanent establishment turns on Article 5 of the India-Germany Double Taxation Avoidance Agreement (DTAA) and the facts, and the Department of Economic Affairs (DEA) lists the India-Germany investment treaty as terminated on 23 March 2017.Mon, 25 Nov 2024 00:00:00 GMTAdv. Harsha Swaroop PTradeboardroom-and-corporatehttps://juriseagle.com/insights/put-option-against-a-residenthttps://juriseagle.com/insights/put-option-against-a-residentA put option given by an Indian promoter to a foreign fund is enforceable in India, and has been since 2013, but it survives three separate tests rather than one. Securities law asks whether the option is a lawful contract at all. Exchange control asks when the investor may exit and at what price, and its answer is that no exit price may be assured at the outset. Company law asks whether the restriction binds anyone beyond the two parties who signed it. An option drafted against one of the three and silent on the others is the one that fails.Mon, 28 Oct 2024 00:00:00 GMTAdv. Adithya Karthik KPrivate Equity & Fundstransaction-advisoryboardroom-and-corporatecapital-markets2024 Juris Eagle. This website is intended solely for informational purposes and does not constitute solicitation or advertisement under applicable Bar Council regulations. The transmission or receipt of information through this platform does not create an advocate-client relationship. Legal advice is rendered only upon formal written engagement with the firm.