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This article is about the calculations involved in the disclosure of section 197(12). Also read on for clarification on the median calculation related to this section, which is commonly found in the Annual Report of Listed Companies.  This write-up will guide you through the process of calculating and understanding the median disclosure required in the Board Report. 📜 Legal Requirement u/s 197(12) Every Listed companies must disclose the ratio of each director’s remuneration to the median remuneration of employees in their Board’s Report.  But how is the median remuneration calculated? Let’s break it down step by step. 👇 The median is the middle salary value when all salaries are arranged in ascending order. Unlike the mean (average), the median is not affected by extreme high or low salaries, making it a more accurate representation of the typical employee salary. 🔹 Step 1: Gather Salary Data Collect the annual salaries of all permanent employees in the company. 🔹 Step 2:...

Overview  Latest regulations mandates security clearance from the Ministry of Home Affairs (MHA) for individuals from land-bordering countries, such as China, seeking directorships in Indian companies. This article unpacks the essential requirements, implications, and step-by-step application process at E-SAHAJ SEWA for this mandatory clearance, empowering businesses and aspiring directors to ensure smooth compliance and national security. Stay ahead of the curve and ensure success in India's dynamic business environment with this comprehensive guide. India’s corporate landscape is evolving, and so are its regulations. In June 2022, a significant amendment to the Companies (Appointment and Qualification of Directors) Rules [Notification] made security clearance from the Ministry of Home Affairs (MHA) mandatory for individuals from countries sharing land borders with India seeking directorships in Indian companies. While aiming to safeguard national security interests, this new req...

Fast Track Mergers The introduction of the concept of fast track mergers or FTMs has led to a significant change in the M&A landscape. Section 233 was made effective from 15th December, 2016. Prior to the introduction of FTM vide Section 233 and Rule 25 of Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 there was only one unified merger process for all companies in our India. This process inter alia included approval of the merger scheme from the Tribunal. This led to delays and unnecessary complications. What is a Fast Track Merger? Fast Track Merger as it's name suggests is a short cut route comparatively to our traditional prescribed Mergers and Amalgamations. It is very interesting to note that the term Fast Track Merger is not defined in the Companies Act, 2013. It is called with such name informally by all of us. What all Companies are eligible for Fast Track Mergers? Fast Track Mergers are not available for each types of Companies, only following Com...

Non-Convertible Debentures (NCDs)  Non-Convertible Debentures (NCDs) are debt instruments issued by a company that cannot be converted into equity shares. These debentures are redeemed at the end of a specified period. An NCD represents an obligation by the company to repay the principal amount along with a specified rate of interest. After the specified period, the said debentures can be redeemed. Redemption of debentures is the process of a company repaying the principal amount of its debentures to the debenture holders. It's a planned financial move to ensure that the company can meet its debt obligations. The Issuer Companies can adhere to the following process for the redemption of Non-Convertible Debentures (NCDs).    1. Verify Terms of Issue ·   Review the Debenture Trust Deed and the Offer Document/Prospectus for redemption terms, including: o     Redemption date. o     Mode of redemption (lump sum or in...

As per Companies Act, valuation may be required to be made in respect of any property, stocks, shares, debentures, securities or goodwill or any other assets (herein referred to as the assets) or net worth of a company or their liabilities.  Under this article, we will consider valuation aspects of shares and other securities under companies act 2013. Who can conduct valuation of shares? after 31st January, 2019 only a person registered as Registered Valuer as per Section 247 are eligible to do valuation of Securities. Except Registered valuer no other persons like (Merchant Banker or Chartered Accountant) can do the valuation of Securities.  What is the validity of a valuation report given under Sec 247 of the Companies Act? It is valid upto 6 months usually. However, it depends upon events for which you are considering the Valuation report. Is valuation report required for rights issue? Not mandatory in case of rights issue. If rights issue is at the premium, then? Still not...