Dispute Advisory

What can a Dispute Advisory do for your Business?

While facing business situations where litigation is a possible end-route or even a necessity, an advisory becomes essential. And when it comes to disputes advisory and litigation, there is a strong need for professional services. These are aimed atresilience, resolution and ensuring long term advantage for the business.Such processes are extremely common in industries like health care, financial services, technology, telecommunications, construction and consumer products, to name a few.

Dispute Consulting Offerings

Consulting aims at assisting companies and its management sail through phases of litigation or resolution. Typically,such services cover various stages, such as research and analysis, arbitration, mediation and even trial. Each stage is dealt with via practical and objective analysis, so as to achieve sound business decisions through the dispute advisory. Here is a look as the different services offered:

1. Arbitration and Mediation: These services fall under alternative dispute resolution, and are used outside the confines of the judicial courts. These also include non-binding resolutions, which are opinions by subject experts. Mediation and arbitration are most often used to settle commercial disputes, especially pertaining to international business transactions.

2. Insurance Claims for Businesses: While looking to settle claims on grounds of business interruption or fidelity, professional services can be of huge help. The consultant will be able to offer procedural and dispute advisory, befitting the situation. They will also be able to handle changes and adjust the end plan accordingly. Common areas of expertise include securities violations, misconduct, accounting liability, professional errors, officer liability, director accountability and omission claims, to name a few.

3. Litigation: If a dispute has failed negotiation or agreed settlement, then it will have to be heard by a judge in a district or high court, depending on the scale of the matter. Although a lengthy process, it might be the best and most effective solution for a conflict. For a business, litigation usually happens in areas involving:

• Intellectual property, including patents and trademarks
• Professional malpractice, including infringement of rights
• Securities and stocks, including laundering of money and embezzlement

4. Sustainability and environmental consulting: This refers to researching and implementing cost-saving strategies that aim at creating a business model that is eco-friendly. So, it also relates to environmental dispute advisory and eco-law litigation. Here,the consultant will help a company understand the green initiative and its relevant laws, thereby enabling the business to formulate alternate sources of energy or waste disposal. This includes solar panels and other strategies to reduce the business’ carbon footprint.

Companies Act 2013 Makes Company Boards More Accountable

Corporate Governance Gets a Facelift

After almost 60 years, India changed, at least partially, its governing law for companies. The Companies Act 2013 has 470 sections, of which over two-thirds have already been notified by the government of India. The new act has far reaching consequences for almost all aspects of a company’s incorporation, operation and winding up.  One area to which several changes have been brought about is the composition of the Board of Directors.

The New Board Composition

Some salient features of the Companies Act 2013 impacting board composition are:

One Person Company: The act introduces the concept of a single person company having only one director.

Resident Director:It now mandates all companies to have at least one director who should have stayed in India for at least 182 days in the previous calendar year. This is to ensure that no company can have a board comprising only of non-residents as its members.

Independent Directors: In order to strengthen management and governance, the role of Independent Directors has been stressed upon. It is now mandatory for listed companies to have Independent Directors comprising at least one-third of the board. Unlisted public companies with specified share capital, turnover and outstanding loans are also required to have at least two Independent Directors. The act also prescribes qualification criteria for Independent Directors and significant importance has been given to the relationship of Independent Directors with the promoters, directors, subsidiaries and associates of the company.

Woman Director: The Companies Act 2013 requires that all listed entities, irrespective of their size or turnover, must appoint at least one woman director as a member of the board. Unlisted public entities having paidup share capital of Rs. 100 crores and above or having a turnover of Rs. 300 crores and above must also have one woman on the board. This rule is expected to bring in diversity to the board and encourage companies to groom female leaders to take on higher responsibilities.

Number of Board Members: The new act prescribes that a company can have a maximum of 15 directors; however, the organisation now has the flexibility to appoint directors above the prescribed limit through a special resolution. The earlier law allowed businesses to determine the maximum number of directors through its Articles of Association and any increase beyond that number required the government’s approval.

Board Committees: The act also lays out a framework for the board’s functioning through committees. A company is now prescribed four committees – Audit Committee, Nomination and Remuneration Committee, Stakeholder’s Relationship Committee and Corporate Social Responsibility (CSR)Committee.

Overall, the new Companies Act 2013 has tried to bring in more accountability and transparency to the board and laid out an advanced and effective framework for its functioning.