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How Listed Companies Implement ESOPs via Trust Route and Secondary Acquisition

Employee Stock Option Plans (ESOPs) are an effective tool to align employee interests with long-term shareholder value. Under the Trust Route, the company establishes a trust to acquire shares—either from the secondary market or through fresh issue—and subsequently transfers them to employees upon exercise of vested options. This article explains the step-by-step procedure followed by […]

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Issuing Bonus Shares Through Postal Ballot: A Practical Guide for Listed Companies

A bonus issue is a method by which a company issues additional shares to its existing shareholders without any consideration. It involves capitalising the company’s free reserves, securities premium, or capital redemption reserve account, thereby converting undistributed profits into paid-up share capital. For example, if A Limited declares a 1:1 bonus issue, a shareholder holding […]

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How Listed Companies Declare Dividends: Complete Compliance Process

Declaring a dividend in a listed company is not merely a financial decision — it is a regulated corporate action that requires careful coordination among the finance, management, and compliance teams. The process must strictly adhere to the provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR), and […]

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Whistleblower Policies: Why Your Company Needs One and How to Set It Up

In today’s business landscape, transparency and accountability are non-negotiable. One of the most effective ways to ensure this is by having a whistleblower policy in place. But it’s not just about doing the right thing—it’s also about legal compliance, safeguarding your company’s reputation, and protecting your directors from unforeseen risks. Under Section 177 of the […]

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How to Conduct a Legal and Compliant Share Buyback

A share buyback can be a powerful tool for companies looking to optimize their capital structure, increase shareholder value, or demonstrate confidence in their financial health. However, it is essential for directors to understand the legal framework and the process laid out under the Companies Act, 2013, specifically Section 68, to ensure the transaction is […]

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The Importance of Audit Committees for Corporate Compliance and Risk Management

Audit committees are more than just a regulatory formality; they are a cornerstone of good corporate governance and risk management. As per the Companies Act, 2013, particularly Section 177, every listed company and certain other classes of public companies are required to constitute an audit committee to oversee financial reporting, ensure internal controls, and prevent […]

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Disclosures and Transparency: Why It’s More Than Just a Legal Requirement

In today’s business environment, transparency is no longer just a legal formality — it is a cornerstone of good governance and a key driver of stakeholder trust. The Companies Act, 2013 and SEBI regulations set out a clear framework for disclosures that ensure companies operate with transparency, uphold ethical standards, and protect the interests of […]