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Monday, September 3, 2007

Corporate Restructuring - only this much - Vj

Here is your syllabus, Vj lists,

Part I:- The Companies Act, 1956 - (ONLY from Bare Act)

Read Sections 390-396A word by word.

Part II:- Takeover Code, the full regulation (ONLY from SEBI website)

Read FAQ on Takeovers first, to get a basic idea, just skim through, ok.

Give a fast reading once fully; Consider this link too (Amendment 2007) - http://www.sebi.gov.in/Index.jsp?contentDisp=DataTakeOver

Part III:- Buyback of securities.

Read Section 77A, 77B & 77AA from Act thoroughly.

Read Unlisted Public & Private Companies Rules from Annexure given @ the end of the Chapter of Study Material ONLY.

Read SEBI Buy back Regulations from Annexure given @ the end of the Chapter of Study Material ONLY but consider this update(2007), http://www.sebi.gov.in/Index.jsp?contentDisp=DataTakeOver

Part IV:- Case Studies (Very Very Important)

Take last 12 issues of Student Secretary & look out for Supreme Court & SAT cases; Also check out the recent decision by Supreme Court on Valuation under Takeover Code which is a sure shot question, this December 2007.

Part V:- Miscellaneous Chapters:

From Study Material, read ALLIANCES & POST MERGER REORGANISATION.

Know the concepts like split/spin off; Management/Leveraged Buyout (MBO/LBO), types of restructuring, etc....

VALUATION can be better read while doing Financial Management. Also read the four cases that will repeat for valuation from Guidelines which include Mahadev Jalan, etc...

Part VI:- Updates:

Read Economic Times for recent M&A's.

Update with this blog too.

THATS IT, NOTHING MORE IS THERE TO RESTRUCTURE THE CORPORATE, NOW START TESTING YOURSELF WITH QUESTION PAPERS OF LAST 6 ATTEMPTS & TALLY IT WITH GUIDE LINE ANSWERS, Kyon Ho gayaa naa....

Vj thinks..... Just 5 days will do for this entire Subject; U can also enjoy reading this Subject from VS Datey's Corporate Law & Secretarial Practice (Heavenly Book) under the head "Compromise, Arrangements & Reconstruction"; pages will be less but very much exhaustive.

Vj here for your service.




Sunday, September 2, 2007

WTO, the agreements & ministerial conferences.

WTO -
WTO, The World Trade Organisation

WTO is an entity which governs International Trade. The signatories are members.

WTO "agreements" - know this:

WTO members through these agreements are bound to operate a non-discriminatory Trading System. Also, through these agreements, each country receives guarantees that its exports will be treated fairly and consistently in other countries market. WTO provides some flexibility to the developing countries in implementing their commitments. ok.

WTO Ministerial Conferences - This is the highest body in WTO, which will meet atleast once in two years. The commerce/designated leaders of various countries which are members will participate.


Following is the list of agreements,

AGREEMENT 1: GATT (General Agreement on Trade & Tariff)
AGREEMENT 2: Sanitary & PhytoSanitary(SPS) Measures
AGREEMENT 3: Rules applicable on Exports
AGREEMENT 4: Subsidies & Countervailing Measures(SCM)
AGREEMENT 5: Safeguard Measures
AGREEMENT 6: Anti-Dumping Duty(ADD) Measures
AGREEMENT 7: TRIMS (Trade Related Investment Measures)
AGREEMENT 8: MAN (Market Access Negotiations)
AGREEMENT 9: Agreement on Textile & Clothing(ATC)
AGREEMENT10:Agreement on Agriculture
AGREEMENT11:Agreement on Government Procurement
AGREEMENT12:TRIPS (Trade Related Intellectual Property Rights)
AGREEMENT13:Patents
In the following cases, there is no agreement as yet,
AGREEMENT14: Social Clause & Core Labour Standards
AGREEMENT15: Trade & Environment
AGREEMENT16: Trade & Investment
AGREEMENT17: Trade & Competition Policy
AGREEMENT18: Transparency in Government Procurement.


Following is the list of Ministerial Conferences a.k.a. Meetings of WTO,

1947The Birth of GATT
On 30 october 1947, The General Agreement on Tariff and Trade (GATT) signed by 23 nations- 12 developed and 11 developing economies- at the Palais des Nations in Geneva.

1949 The Annecy Tariff conference
The contracting parties exchanged some 5000 tariff concessions

1950-51 The Torquay Tariff conference
The contracting parties exchanged some 8700 tariff concessions yielding tariff reduction of about 25% in relation to 1948 level. Four more countries accede to GATT

1956 The Geneva Tariff conference, known as Dillion round
Tariff reduction worth USD 2.5 billion . This round was divided into 2 phases. The first was concerned with negotiations with EEC member states for the creation of single schedule of concessions for the community based on its Common External Tarrif and the second was a further general round of Tariff negotitations.

1964-67 The Kennedy round
Meeitng at Ministerial Level, a Trade Negotiation Committee formally opened the Kennedy Round in May. In June 1967, the rounds Final Act was signed by some 50 participating countries which together around for 75% of the world trade.

1973-79 The Tokyo round
The Seventh Round launched by Ministers in September at Japanese Capital. Some 99 Countries Participated in Negotiating the Comprihensing Body of the agreement covering both tariff and non tariff matters.

1986-94 The Uruguay round

1986 The Ministerial Declaration at Punta del Este starts the Uruguay Round:
The meeting held in Sep 1986 adopted Ministerial Declaration which was at that time the biggest negotiating mandate on trade ever agreed. Agriculture enters the GATT negotiations agenda.

1993 Uruguay Round Negotiations concluded:
On 15-Dec1993 in Geneva, Switzerland, TRIPS entered the agenda much against the wishes of developing countries. Sir Arthur Dunkel presents the Draft where MFA (Most Favoured Nations) phase out is traded against TRIPS entry in WTO. Developing countries agreed to the deal.

1994 The Final Act of the Uruguay Round:
Signed by Ministers on 15-April 1994 in Marrakesh, Morocco, Sir Arthur Dunkel acts as midwife to the WTO agreement. Peter Sutherland takes over as GATT chief from Dunkel.

1995 The WTO is born:
The World Trade Organisation, the first multilateral global organisation with rule enforcement rights, sees the light of day on 1-Jan1995.
Financial Services Accord reached on 28-July 1995.
Maritime Transport Services Negotiations suspended in July 1996.
Members participating in the negotiations agreed to resume negotiations in the year 2000.

1996 Singapore Ministerial on 9-13 Dec:
IT agreement on “zero for zero” base for free trade concluded between major players. Zero duty on all products by year 2000. Three Working Groups respectively on Trade & Investment, Trade & Competition Policy and Transparency in Government Procurement created apart from the one on Trade Environment and a mandate to conduct a study on Trade Facilitation. Group on trade & labour dropped after unified opposition from developing countries.

1998 Geneva Ministerial 20 May:
Second WTO Ministerial Conference held at Geneva in 1998. E-Commerce Declaration adopted.

1999 Seatlle Ministerial 30Nov-03Dec:
Wide scale protest in Seattle against WTO disrupt meeting resulting in collapse ends without formal communiqué. Meeting takes up new issues like Labour, Trade Facilitation, Investment, Competition policy, Agriculture, Subsidies, Biotechnology, and Market Access.

2001 Doha Ministerial 9-13NOV:
Conference in the back drop of 9/11 WTC tragedy. Doha declaration adopted to start new round of negotiations along with Singapore Issues of Investment, Competition Policy, Government Procurement, Trade Facilitation & Environment. TRIPS & Public Health declaration allows Compulsory Licensing in Health Emergencies.

2003 Cancun Ministerial:
Ministerial collapses over differences on Negotiations on Singapore Issues & US subsidies on cotton.

2004 July Package:
Doha round revived the “July Package2004” concluded in Geneva to get over the Cancun collapse. Three Singapore Issues namely Investment, Competition Policy, & Government Procurement dropped from Negotiations agenda.

2005 HongKong Ministerial:
Modalities frame to be adopted based on July Package 2004. Agriculture Subsidies by developed countries emerges as the key issue. Market Access for Exports, Services Trade are the other main agenda items.


Keep reading, give updates, raise questions - Vj

Saturday, September 1, 2007

PPF update(RBI) - Vj

Vj updates...

RBI/2007-2008/125DGBA.CDD.H-2281/15.02.001/2007-08
Public Provident Fund Scheme, 1968 (PPF) - Settlement of PPF Claims of Subscribers, who go missing.

CS Updatin...

See Yes -> Yes, ACS

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