Foreword; Table of contents; Abbreviations and acronyms; Introduction; What are related party transactions and how to prevent abuse; OECD reports on related party transactions; Related party transactions
India's perspective; Legal framework governing related party transactions in India; The Companies Act; Accounting standards; The Income Tax Act 1961; Equity Listing Agreement; SEBI Circular; Areas to be addressed; Suggestions; Defining related party transactions; Approval of major RPTs by a "majority of the minority"; Pre-approval by the audit committee and third-party evaluation of RPTs. Immediate and continuous disclosures rather than periodic ones Requiring approval by shareholders for divestment of major divisions/subsidiaries; Approval of managerial remuneration by disinterested shareholders; Fiduciary responsibility of controlling shareholders; Improving selection mechanism for independent directors; Clarity on liabilities and on remuneration of independent directors; Providing training to independent directors on the business of the company; Improving investor education for better participation at General Meetings; Provision for regulatory support to class action suits. Establishment of specialized courts Conclusions; Notes; Bibliography; Annex. India Peer Review of Related Party Transactions and Minority Shareholder Rights, OECD, 2012; The ownership and control of Indian listed companies; The enforcement record; Assessment and conclusions;