Newsletter on Vipan Kumar, PhD

June 15th, 2026

Mon, 15 Jun 2026 00:00:00 +0000

A. Case Laws

[A.1] Merely citing an AI-Generated case by a judicial officer is not enough to vitiate the judgement

In a remarkable ruling, the High Court of Andhra Pradesh in Gummadi Usha Rani v. Sure Mallikarjuna Rao held that a judicial order is not automatically invalidated simply because it inadvertently relies on non-existent, AI-generated legal citations.

In this case, a trial court judge used an artificial intelligence tool for the first time, leading to the hallucination of four completely fictitious precedents in her order regarding an advocate commissioner’s report.

June 8th, 2026

Mon, 08 Jun 2026 00:00:00 +0000

A. Cover Story

Enhancement of Shareholder Rights

In this week’s cover story, I am presenting two cases focusing on the strengthening of statutory powers and legal remedies under the Companies Act, 2013, that have resulted in the enhancement of shareholder rights.

In the first case, an enforcement action was taken by the Registrar of Companies (ROC), Gwalior (order no. ID: PO/ADJ/03-2026/GL/01815), imposing an ex parte penalty of Rs. 50,000 each on the directors of M/s Dhanlaxmi Solvex Private Limited. The penalty was imposed as an MCA inspection revealed that the company had repeatedly entered into non-cash asset transactions with its directors over a five-year period without obtaining the mandatory prior approval via a shareholders’ resolution (section 192, Companies Act, 2013). While the company claimed compliance in its internal records, it failed to file the required Form MGT-14 on the MCA portal and ignored subsequent personal hearing notices.

June 1st, 2026

Mon, 01 Jun 2026 00:00:00 +0000

[A] Cover Story

[A.1] Who decides the nationality of a company?

There are different perspectives and theories to decide the nationality of a company and no single solution to this problem. Hence, in this cover story, I am only providing an outline to different perspectives rather than giving a single solution.

The nationality of a company is relevant and is determined under domestic laws, private international law and international investment law. Thus, the tests are often adopted and prescribed under the relevant provision of domestic law or an international treaty.

May 25th, 2026

Mon, 25 May 2026 00:00:00 +0000

[A] Cover Story

Can Key Managerial Personnel (KMP) be appointed by the board with a retrospective effect?

Answer: No, it will be a violation of section 179(3) r/w r. 8 of the Companies (Meetings of Board and its Powers) Rules, 2014. As there is no specific penalty provided under the Act, the violation shall be punishable under section 450.

For example, if a board makes an appointment of a non-executive director as a whole time director through a board’s resolution dated 06 February 2026 but with effect from 01 February 2026, then the company and its directors shall be liable for a five-day penalty under section 450.

May 18th, 2026

Mon, 18 May 2026 00:00:00 +0000

[A.] Cover Story

Lockstep Voting Agreements: Are They Valid?

A lockstep voting agreement is a contract between the parties to vote as a unified bloc. The parties may be the directors on a board or the shareholders. The parties to the lockstep voting agreement agree to meet before a formal company meeting to decide how the entire bloc will vote. Once a decision is reached, all the members are legally bound to vote in that direction irrespective of their personal viewpoint. Similar behaviour is also seen in Parliament when members of a particular party meet before the parliament session and decide their direction of voting.

May 11th, 2026

Mon, 11 May 2026 00:00:00 +0000

[A.] Cover Story

All you wanted to know about Position Papers

In the context of corporate governance, the position papers are defined as formal documents issued by organisations (e.g. OECD), industry bodies (e.g. CII), or institutional investors (e.g. wealth funds) to express their definitive stance on any regulatory issue or ethical standard.

The position papers are advocacy-orientated and aimed to influence regulatory drafting (e.g. SEBI’s amendments) or shareholders’ voting. They do not have the force of law but do have persuasive value as they define best practices that the boards should adopt voluntarily. Non-compliance does not have any sanctions in law, but the board can merely explain reasons to shareholders for adopting an alternative path.

May 04th, 2026

Mon, 04 May 2026 00:00:00 +0000

[A] Circulars / Notifications / Informal Guidance / Press Release

[A.1] All You Need to Know About PaRRVA: SEBI’s New Performance Watchdog

Transparency in the Indian securities market has reached a new milestone with the operationalisation of the Past Risk and Return Verification Agency (PaRRVA). Effective May 4, 2026, this initiative by SEBI aims to eliminate misleading claims regarding investment performance.

What is PaRRVA? PaRRVA is a specialised body designed to independently verify the past performance claims made by investment advisers (IAs) and research analysts (RAs). CARE Ratings Limited has been recognised as the first agency, supported by the National Stock Exchange (NSE) acting as the data centre.

April 27th, 2026

Mon, 27 Apr 2026 00:00:00 +0000

[A] Case Laws:

[A.1] Transparency Triumphs: IPO Validity Upheld Despite Minority Objections

In the case of Infrastructure Watchdog v. SEBI, the Supreme Court affirmed that an IPO cannot be stalled by external complaints if the issuer has acted transparently.

In this case, an NGO had challenged an IPO, alleging non-disclosure of internal income tax reports and potential shell transactions. However, the Apex Court, while confirming SAT’s decision, found that since no formal tax demand or statutory reassessment proceedings existed, the issuer was not legally bound to disclose internal income tax reports under Clause 12(A)(1) of Part A of Schedule VI of SEBI (ICDR) Regulations. Crucially, the issuer had already disclosed the NGO’s complaints and its own responses in the Red Herring Prospectus (RHP) and a subsequent addendum.