Subject: November 2015(2) - Learn to draft for private equity transactions
From: Aju John <[email-masked]>
To: "[email-masked]" <[email-masked]>
Date: Tue, 10 Nov 2015 06:36:50 -0500

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Friends,
This holiday season, let us celebrate wisdom and learning and excellence in our craft. Before you head into the break, you can learn the tools needed to draft the pivotal agreement for a private equity transaction, understand the new securities regulations aimed at improving transparency, and reflect on the concept of accountability in the context of law student governments. But remember to take it easy so that we meet again at the other end of this break with a renewed appetite for learning.

Learn to draft a share purchase (or subscription) agreement for a private equity transaction

Angira has already taken you through some of the steps towards becoming a pretty useful private equity lawyer - the first was to understand strategies and risks, the second was to learn the necessary laws, and the third was to learn to do due-diligence. The next step is to learn to prepare the documents that can implement a transaction. The first set of these documents is the Share Purchase (or Subscription) Agreement, the key instrument for the transfer of ownership.[3] READ MORE

One regulation to rule them all: new LODR regulations will compel more transparency in listed companies

Listed companies have many obligations arising from the listing agreements that they enter into with the stock exchanges. But have you ever wondered how these agreements seem to have the force of law? With the new LODR regulations that will come into force at the end of this year, the question will no longer be quite relevant. By consolidating and streamlining the provisions of the various listing agreements in operation for different segments of the capital markets, they will attempt to ensure that investors remain informed of all significant decisions affecting the performance and future viability of listed companies.[4] READ MORE

A broader idea of accountability in law student governance

Accountability usually refers to the duty of people in positions of power to justify or give reasons in support of the decisions and actions they have taken on behalf of their constituents or stakeholders. However, because a student government can negotiate with the administration of a college on more even terms than individual students, and because student grievance redressal mechanisms are either in their formative stages or absent, student representatives must assume a duty to seek explanation from the authorities until important issues are brought to the table.[5]
READ MORE
The legal web
The Supreme Court's judgment striking down the constitutional amendment and the statute setting out a new process for appointments to the higher judiciary continued to occupy us. [6] Suhrith Parthasarathyargued that the majority judgment in the NJAC case wrongly interpreted judicial independence to mean primacy in appointments. [7] Ritwika Sharmaalso questioned the basis for the conclusions made by the majority. The [8] Centre for Constitutional Law, Policy and Governance, National Law University, Delhiorganised a panel consisting of faculty members to discuss the judgment.

Senior journalist [9] Inder Malhotralooked back at the appointments process during the dark days of the Emergency. [10] Shanti Bhushan, who was the Law Minister in the Janata government, reflected on his experience in appointing judges after the Emergency and explained why he felt the opinion of the Chief Justice of India had to be paramount.

Looking forward, [11] Alok Prasanna Kumarwrote that judicial reforms had to be approached holistically and so the debate on judicial appointment must be combined with those of accountability and transparency.

[12] Ajay Shahrecommended a procedural law of tax administration to address the climate of fear created by the arbitrary actions of tax authorities.

[13] Harvard Law Schoolis digitising its entire collection of U.S. case law, one of the largest collections of legal materials in the world, and make the collection available online, for free, to anyone with an Internet connection.

In the Hobby Lobbycase, the petitioners before the Supreme Court of the United States, who objected on religious grounds to birth control, argued that they were entitled to opt out of the federal requirement to cover contraception in its employee health plan. The majority refused to examine the reasonableness of this religious belief using the Religious Freedom Restoration Act, a law that was meant to be a shield against the thoughtless oppression of religious minorities. [14] Linda Greenhouseargued that a balance was required to prevent the use of this law to carve a gaping hole in the fabric of civil society.

Practising lawyers spoke to [15] Business Standardabout the new arbitration ordinance.

In light of the new ordinance on commercial courts, [16] Surya Prakash BSwrote that decisions prioritising parts of the judicial reform process had to be better reasoned.

The American Museum of Tort Law is a nearly $3 million dream of consumer advocate and persistent presidential candidate [17] Ralph Nader. Most of the money to build the museum came from trial lawyers.

Americans are being deprived of their rights by the whole-scale privatisation of the justice system through the addition of arbitration clauses to contracts, a [18] New York Timesreport said.

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 References:

1. http://www.mylaw.net/
2. http://www.mylaw.net/
3. http://blog.mylaw.net/learn-to-draft-a-share-purchase-or-subscription-agreement-for-a-private-equity-transaction/
4. http://blog.mylaw.net/learn-to-draft-a-share-purchase-or-subscription-agreement-for-a-private-equity-transaction/
5. http://blog.mylaw.net/a-broader-idea-of-accountability-in-law-student-governance/
6. http://www.thehindu.com/opinion/lead/njac-verdict-an-anticonstitutional-judgment/article7819287.ece
7. http://www.financialexpress.com/article/fe-columnist/njac-judgment-the-lost-chance-for-transparency/158729/
8. https://www.youtube.com/watch?v=kTfxMFKPyrI
9. http://indianexpress.com/article/opinion/columns/rear-view-judges-versus-politicians/
10. http://indianexpress.com/article/opinion/columns/najc-verdict-supreme-collegium/
11. http://www.livemint.com/Opinion/jUM5lDd7M0qxRGiBeqi0UO/Judicialindependence-accountability-and-transparency.html
12. http://indianexpress.com/article/opinion/columns/to-reform-tax-policy-government-must-think-about-it-more-clearly/
13. http://today.law.harvard.edu/harvard-law-school-launches-free-the-law-project-with-ravel-law-to-digitize-us-case-law-provide-free-access/
14. http://www.nytimes.com/2015/10/29/opinion/church-state-and-the-supreme-courts-moment-of-truth.html
15. http://www.business-standard.com/article/opinion/putting-arbitration-on-fast-track-115110100753_1.html
16. http://blog.dakshindia.org/2015/10/fast-track-commercial-courts.html
17. https://www.washingtonpost.com/lifestyle/style/ralph-nader-builds-his-dream-museum-of-tort-law/2015/10/04/babc430e-677f-11e5-9ef3-fde182507eac_story.html
18. http://www.nytimes.com/2015/11/02/business/dealbook/in-arbitration-a-privatization-of-the-justice-system.html?smtyp=cur
19. http://apcclp.mylaw.net/apcclpls1/
20. http://www.mylaw.net/
21. https://www.facebook.com/myLaw.net
22. https://twitter.com/myLawnet
23. https://www.youtube.com/user/RainmakerIndia
24. http://www.rainmaker.co.in/    

    
    
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