Anti-corruption; Fraud and Investigations Archives

Restriction on Stock Brokers from Engaging in Other Businesses

Insights | December 12, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Capital Markets, Regulatory

Regulators in India are increasing looking at the businesses of entities and seeking to restrict the business activities to specified categories that they believe should be carried out by such regulated entities. One such interesting case relates to the permissible business activities of a stock broker. This note discusses the proposed amendment by the Government to Rule 8(1)(f) and Rule 8(3)(f) of Securities Contracts (Regulation) Rules,1957 in light of the enforcement actions taken against stock brokers and highlights the need to strike a balance between the commercial requirements of the stock broker and protecting the interests of its clients.

Summons to an Accused in a Criminal Case not to be Issued in a Mechanical Manner

Insights | September 30, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Litigation and Arbitration

The Supreme Court of India in its recent decision in Delhi Race Club (1940) Ltd. and Others v. State of Uttar Pradesh and Another has acknowledged that calling a person to appear in a criminal court as an accused is a matter affecting one’s dignity, self-respect and image in society and should not be used as a weapon of harassment. Summoning an accused in a criminal case is a serious matter. Criminal law cannot be set into motion as a matter of course. A magistrate is not required to act on a complaint simply because such complaint is filed before him. Before summons are issued to any accused, a magistrate is required to scrutinize carefully the evidence placed by the complainant, and if required question the complainant and the witness(es) to find out the truthfulness of the allegations and examine if any offence is prima facie committed.
The judgment in Delhi Race Club also covers the following key issues of law: (a) difference between ‘breach of trust’ and ‘criminal breach of trust’, (b) difference between ‘cheating’ and ‘criminal breach of trust’, (c) vicarious liability of office bearers of a company in criminal matters; and (d) maintainability of a petition for quashing of summons.
In this note, we analyze the aforesaid Supreme Court’s judgment in Delhi Race Club.

Fraud Risk Management Obligations of NBFCs: Recent Changes Introduced by the RBI

Insights | September 24, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Banking and Finance, Regulatory

With the aim of introducing a comprehensive and clear set of rules for fraud risk management in Non-Banking Finance Companies, the Reserve Bank of India has introduced the Master Directions on Fraud Risk Management in Non-Banking Finance Companies. These Directions have revamped the landscape of fraud risk management for NBFCs, through the introduction of enhanced compliance requirements. While the 2016 Master Directions obligated NBFCs to timely report frauds detected in their operations, the new Directions require NBFCs to also take proactive steps to prevent and detect fraudulent activities. The effect of these Directions is that NBFCs need to thoroughly review their existing policies and frameworks and to introduce significant changes to become compliant with the RBI’s mandate.

Regulatory Spotlight on Mutual Funds

Insights | September 18, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Capital Markets, Regulatory

The Indian mutual fund industry has experienced significant growth in recent years, with data released by Association of Mutual Funds in India indicating that assets under management increased from INR 25.48 trillion (USD 303 billion approximately) as on August 31, 2019 to INR 66.70 trillion (USD 795 billion approximately) as on August 31, 2024. The Indian securities market regulator, the Securities and Exchange Board of India (“SEBI”), has increased its scrutiny over the mutual funds industry and brought in certain amendments to regulations related to mutual funds. This note discusses SEBI enforcement actions against mutual funds and highlights the recent regulatory changes brought in to deter potential market abuse and increase investor confidence.

The Implications of India’s New Data Protection Law on Internal Investigations

Insights | August 20, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Data, Employment

Internal investigations may need to be carried out in India by employers in relation to a wide range of issues and/or situations. In case of Indian subsidiaries of MNCs, investigations may be carried out for the purpose of satisfying compliance requirements under law(s) applicable to the parent entity, like the Foreign Corrupt Practices Act of 1977 of the US or the UK’s Bribery Act 2010.
In the course of such internal investigations, large amounts of personal data related to accused persons and other relevant individuals may need to be processed by the employer – either by itself or through its advisors and agents. Accordingly, an informed assessment of the rights of such individuals, as well as the obligations of the employer and its advisors/agents, becomes crucial from the perspective of applicable data protection law.
This note specifically discusses the processing of personal data in the context of internal investigations, including with respect to allegations or suspicions of economic and criminal offences. While necessary rules under the Digital Personal Data Protection Act, 2023 are yet to be notified, provisions of this new law, as published in August 2023, indicate key considerations for employers (each of which is likely to be treated as a “data fiduciary”), including with respect to consent, legitimate use and potential exemptions.

Related Party Transactions: Recent SEBI Scrutiny

Insights | August 13, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Capital Markets, Regulatory

The Securities and Exchange Board of India (“SEBI”) has been continuously calibrating the disclosure requirements applicable to Indian listed companies to increase transparency and accessibility of information to investors. Provisions regulating related party transactions (“RPTs”), and appropriate disclosure of such transactions, are a step in that direction. This note discusses two recent SEBI actions against listed companies related to RPTs and highlights the need for listed companies to have a comprehensive policy on RPTs that suitably addresses any perceived gaps or ambiguities.

Decoding Front Running Trades

Insights | July 10, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Capital Markets, Regulatory

Front running trades are trades where an investor has placed an order in a stock while in possession of “non-public information” of “a substantial impending transaction” in that stock. Such trades not only distort the level playing field in the securities market by taking advantage of unequal information acquired through unfair means but also affect market integrity. This note tracks the evolution of jurisprudence related to front running in India and highlights the interpretational challenges and evidentiary issues relating to front running trades.

The Indo-Pacific Economic Framework for Prosperity: Opportunities for Indian Companies

Insights | June 25, 2024 | Practice Area: Anti-corruption; Fraud and Investigations, Clean Energy, Corporate Governance and ESG, Projects; Infrastructure and Energy, Regulatory, Tax

Along with 13 other countries (including the US, Japan, Singapore, South Korea and Australia), India has joined the Indo-Pacific Economic Framework for Prosperity (“IPEF”). Representing 40% of global GDP and almost 30% of international trade in goods and services, the IPEF is expected to promote economic activity, investment, and sustainable growth in the Indo-Pacific region. It also aims to address emerging economic challenges – such as those related to trade, supply chains, clean energy (including green infrastructure), taxation and anti-corruption.
While agreements in respect of a clean economy and a fair economy, respectively, were reached in June 2024 at the IPEF Ministerial meeting held in Singapore, the IPEF agreement on supply chains, signed in November 2023, came into force earlier this year (February 2024).
The IPEF presents a unique opportunity for Indian companies to enhance competitiveness and expand their markets. By actively engaging with the framework, businesses in India can position themselves as key players in the dynamic Indo-Pacific landscape. Further, the IPEF presents an opportunity for India to strengthen economic cooperation with the US – which relationship, in turn, is likely to prove valuable for both Indian and American companies.

A New Code for Pharmaceutical Marketing Practices: From Symptoms to Diagnosis

Insights | June 18, 2024 | Practice Area: Anti-corruption; Fraud and Investigations

Pursuant to a notification dated March 12, 2024, the Department of Pharmaceuticals under India’s Ministry of Chemicals and Fertilizers issued a new uniform code for pharmaceutical marketing practices (the “New Code”), replacing a decade-old version of the same code (the “Old Code”).
The New Code applies to both pharmaceutical and medical device companies and aims to provide operational clarity around promotional activities undertaken by such companies. Although several key themes of the Old Code have been retained, a more balanced approach with respect to educational events and items has been introduced. Further, while it has been generally strengthened relative to the Old Code – including in respect of penalties, complaints and appeals, along with the possibility of future standing orders – the New Code remains voluntary, although an explicit reference to its voluntary nature has now been omitted.

Global Investigations Review: The Guide to International Enforcement of the Securities Laws (Second Edition)

Insights | January 23, 2023 | Practice Area: Anti-corruption; Fraud and Investigations, Litigation and Arbitration

We are pleased to present the India chapter of the Global Investigations Review’s Guide to International Enforcement of the Securities Laws (Second Edition). The India chapter has been authored by Niti Dixit, Shahezad Kazi, Zahra Aziz and Gladwin Issac, all lawyers at S&R.
The India chapter provides information on relevant statutes and the government authorities responsible for investigating and enforcing them, conduct most commonly the subject of securities enforcement, and legal issues that commonly arise in enforcement investigations in India.