Thursday, 28 March 2019

CORPORATE UPDATES 28.03.2019





FROM APRIL 1, SHARES CAN BE TRANSFERRED IN DEMAT FORM ONLY, SAYS SEBI

Securities and Exchange Board of India (Sebi) on Wednesday said the transfer of shares of listed companies can be done only in the dematerialised (demat) form from April 1 but investors are not barred from holding shares in the physical form. Now, it has been decided not to extend the deadline The decision that the transfer of shares has to be compulsorily in demat form was taken back in March 2018. In a release on Wednesday, Sebi said the measure would come into effect from April 1, 2019. Transfer deeds once lodged prior to deadline and returned due to deficiency in the document may be re-lodged for transfer even after the April 1 deadline.The decision is not applicable for demat of shares, transmission (i.e. transfer of title of shares by way of inheritance/ succession) and transposition (i.e. re-arrangement/ interchanging of the order of name of shareholders) cases, the release said.
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SC ASKS FOR PROBE IN FUNCTIONING OF TRIBUNALS

With an aim to streamline the working in the country’s tribunals, the Supreme Court on Wednesday asked the Centre to investigate the feasibility of bringing all quasi-judicial bodies under one authority for efficiency in functioning. A five-judge Constitution bench, headed by Chief Justice of India Ranjan Gogoi, said it is tentatively of the view that directions given by the apex court in its two verdicts of 1997 and 2010 for bringing all the tribunals of the country under one nodal agency should have been implemented long ago. The bench, which deals with vacancies in tribunals, said recommendations of the search-cum-selection committee for the appointment of members in the National Company Law Tribunal (NCLT) and the National Company Law Appellate Tribunal (NCLAT) should be implemented within two weeks The bench was hearing a petition filed by the Madras Bar Association in 2012 seeking orders to the Centre for implementing the directions in the apex court’s earlier orders. During the hearing, Attorney General K K Venugopal, appearing for Centre, pointed out several difficulties in implementing the apex court’s orders, including the need for an amendment of the Government of India (Allocation of Business) Rules, 1961. Venugopal said that if the Law Ministry is to act as the nodal agency, then it would have to deal with various issues, including over thousands of appointments of members of the tribunals and setting up infrastructure. Venugopal suggested that for the efficient and independent working of the tribunal, a central body called the National Tribunal Commission should be created Senior advocate Arvind Datar, appearing for the petitioner, said that for a smooth functioning of tribunals, one umbrella body is needed.
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BOMBAY HIGH COURT QUASHES DEFAMATION PLEA BY SHAPOORJIS AGAINST VENKAT

The Bombay High Court quashed the process followed for the defamation complaint filed by Shapoorji Pallonji & Co against ex-managing Trustee of Tata Trusts, R Venkataramanan (Venkat). In her 35-page order, on Wednesday Justice Mrudula Bhatkar said that the press note dated May 30, 2018, issued by Venkat is per-se not defamatory. Shapoorji Pallonji & Co had filed a defamation plaint in September 2018 before the Ballard Pier Court. A Shapoorji Pallonji group spokesperson said: We are considering all available legal options and will be taking all appropriate legal steps to safeguard and protect or long standing goodwill and reputation built over 150 years. In the press note, Venkat had said: It is known that the present accusations find their root in baseless allegations made by Cyrus P Mistry and the Shapoor Pallonji Group against Tata Trusts Trustees (me included) and Tata Sons in his ‘revenge’ legal actions. I am of the view that the words which are used in the press note are not at all defamatory. They are moderate and temperate. They do not invite contempt, ridicule or hatred against the persons mentioned in the press note and much less the complainant. Certain statements, if found incorrect, can be corrected without labeling them defamatory. The words used and the statement made in the press note cannot be perceived as defamatory, wrote Justice Bhatakar in Wednesday’s order.
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ESSAR STEEL LENDERS UNLIKELY TO GET ARCELORMITTAL PAYMENT BY MARCH 31

The bankers to Essar Steel India Limited will not be able to receive ArcelorMittal’s payment for the company by March 31 despite a meeting of Committee of Creditors (CoC) currently underway, the counsel for the lenders told the National Company Law Appellate Tribunal (NCLAT) on Wednesday. A meeting of the Essar Steel CoC is currently ongoing to consider redistribution of funds from ArcelorMittal’s Rs 42,000 crore plan and more payment to Standard Chartered Bank. The decision would be arrived at only by Friday, the counsel told NCLAT. Even after the decision, it could take another week for the payment to be cleared to the lenders, the counsel said. The NCLAT said it would wait for the outcome of the meeting and adjourned the next hearing in the case to April 9.
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NCLT’S MUMBAI BENCH APPROVES JYOTI STRUCTURE’S AMENDED RESOLUTION

The Mumbai bench of National Company Law Tribunal (NCLT) on Tuesday gave nod to the amended resolution plan for Jyoti Structures by Netmagic. Netmagic as per the amended resolution plan is offering to pay 3,965 crore to the lenders in the next 12 years. In the previous year resolution plan the time period for paying to lenders was 15 years which is now slashed by 3 years. The new decision comes just one day after the Mumbai bench of NCLT adjourned the case for a final review on 26 of April. In the new resolution plan the sole offer was given by Sanghi, who is the managing director and chief executive of data centre company Netmagic, he said to the tribunal that he will pay 3,965 crore to the lenders in the next 12 years. Also, as per the amended resolution plan, he will pay 147 crore to the employees and 11 crore as statutory dues too, which has to be paid immediately. While in a period of seven years 115 crore has to paid to its operational creditors. However, DBS Bank has decided to file an appeal and is opposing the amended resolution bid.
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EX-PNB CEO APROACHES NCLAT IN NIRAV MODI FRAUD CASE

Former MD and CEO of Punjab National Bank (PNB) Usha Ananthasubramanian has challenged the January 31 order of the National Company Law Appellate Tribunal's (NCLAT) Mumbai Bench that made her a respondent in the PNB-Nirav Modi fraud case. The two-member NCLAT, headed by Justice S.J. Mukhopadhaya, issued a notice to the Ministry of the Corporate Affairs on her plea. The Centre had requested the Mumbai Bench of the National Company Law Tribunal (NCLT) to prosecute Ananthasubramanian in the Rs 13,500-crore scam by diamantaire Nirav Modi and the Tribunal had accepted the request on January 31. The NCLAT has posted the next hearing on April 29.
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HC REFUSES TO STAY PROCEEDING IN DEFAMATION CASE AGAINST TATA, OTHERS

The Bombay High Court on Wednesday refused to stay proceedings before a magistrate court in a 2016 criminal defamation case filed by Nusli Wadia against Ratan Tata and some other directors of Tata Sons. A single bench presided over by Justice Mridula Bhatkar refused to extend her March 18 order whereby she had restrained the magistrate court from hearing the case until Wednesday (March 27). The court was hearing a writ petition filed by Tata and the other directors seeking that the complaint, FIR and the charge sheet filed against them in the case be quashed. While senior advocate Abhishek Manu Singhvi, who represents Tata in the case, sought an extension of such stay, Justice Bhatkar pointed out that the next hearing before the magistrate court was in July this year. She said the HC will hear the matter before July and, therefore, the stay was not necessary. In December 2018, a magistrate court in the city had issued notices to Ratan Tata and other directors of Tata Sons in the criminal defamation case filed by Wadia. Wadia had filed the case in 2016 after he was voted out of the boards of some Tata Group companies. Wadia had claimed that Tata and others had made defamatory statements against him after they removed Cyrus Mistry on October 24, 2016 as the group chairman of Tata Sons. Wadia, therefore, initiated defamation proceedings against the respondents under section 500 of the Indian Penal Code. While the case had been scheduled for a detailed hearing in the HC Wednesday, it was adjourned to April 18 following a conflict over the court's roster.
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THERE IS NO DISPUTE THAT MOST OF THE TRIBUNALS ARE NON-FUNCTIONAL, CJI RANJAN GOGOI

A Constitution Bench of the Supreme Court began hearing the case filed by the Madras Bar Association on the issues plaguing Tribunals across India. Datar opened by saying that there are presently 93 Tribunals including all quasi-judicial bodies. CJI Gogoi stated that there are 36 major Tribunals which can be classified based on the subject matter they deal with. The Bench discussed the functioning and service conditions of those manning the Tribunals and the need for uniformity. Another issue touched upon was the expertise of persons heading these bodies. CJI Gogoi observed, Often times, a person has worked in a certain area of law till the age of 58-59, and then suddenly they are appointed as members of a tribunal dealing with a whole different subject matter. The Chief Justice went on to state, There is no dispute today that most of the tribunals are non-functional. A practical solution, in his view, was to have as few of them as possible. Datar went on to highlight the problems Tribunals across the country are facing. He cited the example of the National Green Tribunal, which is only functioning in Delhi, despite having benches across the country. He also highlighted the lack of infrastructure and inadequate budgetary allocation to these bodies. He further submitted, Different Tribunals are administered by different administrating bodies. There is no uniformity on administration. At this point, CJI Gogoi said that the government should give its opinion on whether Tribunals should continue to exist. Citing from personal experience, Gogoi J said that when he headed the committee to appoint National Company Law Tribunal members, only 3-4 members were appointed. Justice Ramana interjected, Recommendations for appointment to NCLT are made, but we don’t know how long government will take to clear them. Datar suggested that appointments to Tribunals of relatively higher value for people should be made first. He proceeded to hand over a concept note to the Bench. After going through the note, CJI Gogoi asked Datar, You’re suggesting there be a National Tribunal Commission (NTC) to govern the Tribunals? The note also suggests that the persons appointed to the NTC shall not hold any other public office CJI Gogoi said in response, What you’re suggesting is something akin to the Lokpal. Datar then concluded his submissions. Attorney General KK Venugopal began his arguments addressing the issue of vacancies, and submitted a report on the same to the Bench. He then apprised the Court of the steps taken by the government in an attempt to fill vacancies in Tribunals. The steps taken included issuance of circulars, sending of applications to the Supreme Court as regards current vacancies, as well as anticipated vacancies, Venugopal submitted. At this juncture, the Bench summoned Supreme Court Registrar PK Sharma, seeking details on the applications forwarded to the Court. After a brief discussion, it came to light that proposals for appointments to the Debts Recovery Tribunal and Debts Recovery Appellate Tribunal were received three days ago. After Venugopal concluded his arguments, the Bench began to dictate the order. The Centre is required to file an affidavit stating the procedure and time within which the Court’s previous order vis-a-vis Tribunals will be implemented. It was emphasised that the Central Administrative Tribunal, the Intellectual Property Appellate Board, the Armed Forces Tribunal, the National Green Tribunal and the Income Tax Appellate Tribunal require immediate attention. The Court also stated that the earlier recommendations made with respect to the National Company Tribunal and National Company Appellate Tribunal be implemented within two weeks.
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TRIBUNALS CB [DAY-1, SESSION-1] THERE IS A STRONG VIEW POINT THAT POST-RETIREMENT APPOINTMENTS IS A SCAR ON INDEPENDENCE OF JUDICIARY

There is no dispute that most of these tribunals are virtually non-functioning either for the lack of infrastructure or manpower there is a very practical solution and the idea is to have as few tribunals as possible. And to ensure uniformity on the quasi-judicial side, remarked Chief Justice Ranjan Gogoi on Wednesday. The Constitution bench headed by Chief Justice was hearing on petitions challenging the provisions in Finance Act 2017 relating to various Tribunals. Arvind Datar had pointed out that while the NGT has a strength of 20 judicial and 20 technical members it continues to operate with only 3 of each. The Green Tribunal is working only in Delhi. At other places, it is shut down! There is no work! The NGT speaks of video conferencing but that is not always feasible, he had said. Further, He had submitted how not a single patent appeal has been heard after 2016- If a patent is granted for a drug and it is a defective grant, it would still continue! Mr. Datar advanced that for the Madras ITAT, the government had stated that there is no budgetary support for a separate building and how it operates without a parking facility, while Justice N. V. Ramana added that at some tribunals, there are no stenographers or even chairs and tables. Why would a High Court judge, who has had all the wrappings of power, want to go to a tribunal if this is the status?, Mr. Datar had asked. In the last recruitment, District Judges, who have had no exposure to any kind of tax practice till the age of 58, who were only dealing with criminal matters, have suddenly been inducted in the tax tribunal. Informally, we had even asked them how they would manage, the Chief Justice proceeded to note. Justice N. V. Ramana also narrated his experience in the selection of members of the Company Law Tribunals- we asked, 'what is your qualification?' They said, 'I was enrolled as a member of the bar and have a lot of experience' The recruitment, the service conditions, the tenure- the whole exercise needs to have some uniformity to maintain the independence and the judicial character. We have absolute lack of similarity in the manner of selection, continued the CJ. Now speaking of the ITAT, this person was recommended from Bombay, but the state of Maharashtra said he doesn't belong from there. He went to Madras on transfer and it was said he doesn't belong to Tamil Nadu. The parental judiciary would say he doesn't work here so why should he come to our court, he said. These are tribunals which are crucial to the development of the nation. The Service conditions have to be such which attract the best talent. Otherwise, there will be no contribution towards development, weighed in Justice D. Y. Chandrachud. There is no access to justice! As far as the green tribunal is concerned, people from remote areas cannot afford to come, supplemented Justice Deepak Gupta. And the Chairperson cannot go to 20 places! So what is the solution. Are we going back to High Courts?, argued Mr. Datar, relying on a 7-judge bench of the Canadian Supreme Court where it was observed that if there are more cases, more judges may be created but the judicial power may not be taken away to be vested in tribunals. if you want to take away the powers of the court, you must ensure functional autonomy!, he contended. The efficiency of the tribunals depends not just on the judges who man them but also on the non-judicial staff. In the UK, there is Her Majesty's Courts and Tribunals Service which specifically assigns persons. Here, in India, people come on an ad-hoc basis from different departments they come for six months and go back they do what they want and the Presiding Officer has hardly any disciplinary control over them. This beats the efficiency, reflected Justice Chandrachud. There is a PIL judgment of our court from last year where we called for a report of the president of the NCDRC on administrative members and what are the requirements from them. They have very broad requirements, like knowledge of Economics! There are no established parameters. There was no infrastructure. Files were kept underneath staircases!, he continued. In Madras, in the District Consumer Forum, there is no manning at all! There is no provision of salaries! Instead there is a daily allowance to cover the auto-rickshaw fare!, added Mr. Datar. We don't only want to you to point out what should not be happening. There is a problem in hand and we all know what is to be done. The question is How should we do it? There is no point of adding any directions. They are all comprehensive. There are a host of issues- from staffing to functioning to infrastructure. And there are at least 36 national tribunals whose functioning is required. We need to see results! Whatever is needed to be done is already there! Let it be done! If the government of India doesn't want to, then let us know, observed Chief Justice Gogoi. When was the recommendation for appointments to the NGT made? Assuming that they were the correct candidates to man these high-power positions, why are there still only 3 and 3?. The NCLT wants benches all over the country. The Selection committee is recommending but there are no appointments. This is again assuming that those recommended are capable because these are people who have themselves applied and are interested in the post. There is no reason assigned for turning down the recommendations of the selection committee. It is said that you are only the recommending authority but we have the power to appoint. We want the government of India to tell us if you want the tribunals to continue. Else, let work out something else, ventured the Chief Justice. He cited a concrete example of when he himself was heading the commission for recommending members of the NCLT and the NCLAT- We recommended 20-25 people out of which only 3-4 got appointed In the transfer of the jurisdiction of the High Court, efficiency and independence on the part of the tribunal is presupposed. If the manning strength of a tribunal is to fall below a threshold strength, then the exclusion of the jurisdiction of the High Court cannot stand, suggested Justice Chandrachud. Look at the state of our high courts in terms of the number of judges. The whole idea of transferring the jurisdiction was to lighten the burden. What is the total number of High Court judges? 1089. How many are actually holding office? 397 is the number of vacancies. 264 are yet to be even recommended by high courts. When will they come? When will they be processed? When will the appointments be made? And by that time, how many more judges will have retired? With this truncated stance of the High Courts, where is the question of them taking up more work?, inquired Chief Justice Gogoi. In some High Courts, writ petitions are listed four weeks after filing. Here, in the Supreme Court, the matter comes up after 4 days and there is still mentioning. In a particular High Court which I will not name, a bail application takes 4 weeks to be heard The Andhra Pradesh and Telangana High Court, before bifurcation, was working with a 50% strength and a pendency of 3 lakhs. As for tribunals, you are setting up benches of NCLT everywhere because the Act says so, but you don't have people to man these benches because you are not making appointments! But Let us not blame the government. If there are 60 people applying for the post of judicial members, few are former high court judges. If there are only 4-5 high court judges, how to decide?. Retired High Court judges are Not willing to become members because of the uncertainty in the process of appointment. They can't be expected to wait for one year to become a member!, conceded the Chief Justice. In response to Mr. Datar's suggestions for a National Tribunals Commission as a regulatory body for the tribunals, an Indian Tribunals Services for recruitment on the lines of the IRS etc, and for a longer tenure, Chief Justice Gogoi noted, Suppose a member is given a permanent tenure till the age of 62 years as opposed to 3 years, you can't get rid of him no matter what You are suggesting a clause in the statute that the person who is the chairperson should not take up any other assignment. Something akin to the lokpal in the states, where after ceasing to hold that office, you are mot eligible to hold another public office for 5 years. There is a saying that post-retirement appointment is itself a scar on the independence of the judiciary. How do you handle that?, asked the Chief Justice. When Mr. Datar replied that it is only a viewpoint, Chief Justice Gogoi commented on a lighter note, it is a very strong viewpoint The recruitment, the service conditions, the tenure- the whole exercise needs to have some uniformity to maintain the independence and the judicial character. We have absolute lack of similarity in the manner of selection while some (tribunals) have a retired judge or a Chief Justice as the Chairperson, Some don't, even though it is necessary in terms of the functions and duties, continued the CJ.
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SEBI DEFERS PROVISION FOR SHAREHOLDER NOD FOR RELATED PARTY ROYALTY PAYMENTS

The Securities and Exchange Board of India (Sebi) has deferred implementation of the provision to seek shareholder approval for material payments made to related parties for brand usage or royalty by three months to June 30. Such payments are considered material if they exceed 2 per cent of the annual consolidated turnover of the listed company in the financial year. The provision was to come into effect from April 1. At the board meet on Wednesday, the regulator said it deferred the implementation of this provision, in view of the representations received on the subject. The Sebi board approved the proposal for undertaking a public consultation process to amend the SEBI (Self Regulatory Organizations) Regulations, 2004. Such amendments are with an objective of defining SRO, rationalising the process of recognition and strengthening the role of such organizations in the securities market.
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MF FRAUD TO HAVE LITTLE IMPACT ON ODISHA CEMENT, SAYS IND-RA

The unauthorised transfer of mutual fund units worth 344 crore of Odisha Cement, an erstwhile subsidiary of Dalmia Cement (Bharat), is likely to have a marginal impact on the companys liquidity and credit profile, even in case of a complete write-off, said India Ratings and Research. The company late last month reported to the NSDL, the NSE and SEBI besides filing a criminal complaint with the Economic Offence Wing, New Delhi, on the illegal transfer of units by the depository participant. SEBI also issued an ex parte ad interim order, restraining the depository participant, Allied Financial Services, and its director and certain associated concerns from accessing the securities market. The company said the depositary participant fraudulently transferred the securities without consent knowledge or mandate. Subsequently, Odisha Cement and Dalmia Cement East merged with DCBL. India Ratings said it will continue to monitor the development as the company has scheduled repayments of 1,000 crore and 1,400 crore in the next two fiscals. The company has maintained a high cash and equivalent buffer sufficient to meet debt repayment obligations in the next 12-18 months. It has reserves of about 1,900 crore, excluding the transferred mutual fund units and fund-based limits of 748 crore. In case of a complete write-off, Ind-Ra estimates that DCBLs net leverage could deteriorate marginally.
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BRITISH AIRWAYS, PHILIPS, OTHERS WANT A SAY IN IL&FS RESOLUTION PLAN

British Airways, Postal Life Insurance and Philips India are among the about 100 entities that have sought to be part of the resolution process of Infrastructure Leasing & Financial Services as financial creditors. The companies said that their provident funds have invested in the bankrupt IL&FS and contend that they stand to suffer grave injury, which would be detrimental to public interest if they were excluded from the process. Around 100 intervening petitions have been filed in the National Companies Law Appellate Tribunal to allow them to be party in the IL&FS case, said a person in know of the matter. These are PF accounts of Philips India, SAS employee provident fund trust, British Airways Cabin Crew Pension Fund, PLC staff fund and superannuation fund. PF investments are unsecured and these investors want to be part of the resolution process as financial creditors to protect their company’s and their employees’ interests in these companies. Provident funds of companies are estimated to have invested Rs 15,000-20,000 crore in IL&FS group entities. The government superseded the IL&FS board on October 1 and appointed new members after the company, with a debt of Rs 91,000 crore, defaulted on loan payments. IL&FS has since put its group assets on sale, including energy and road projects, to monetise the investments and repay their creditors. City and Industrial Development Corporation of Maharashtra, Ambuja Cements, Indian Oil Corp., Titan, Power Grid and Indian Postal Life Insurance are among those which want to be part of the resolution process as financial creditors. The petitions were filed over the past two months. Postal Life Insurance said in its petition that it had subscribed to the nonconvertible debentures of IL&FS and its group companies. If the intervener is not impleaded or allowed to intervene in the present proceedings, then the applicant will suffer irreparable harm and grave injury, being detrimental to the public interest at large, Postal Life said.
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GOVT TO INFUSE RS 5,042 CRORE INTO BOB

The government has decided to infuse Rs 5,042 crore into state-owned Bank of Baroda (BoB) ahead of merger of Dena Bank and Vijaya Bank with itself. The merger would be effective April 1. The finance ministry through its notification on Wednesday conveyed its decision to infuse capital of Rs 5,042 crore in BoB, the bank said in a regulatory filing. The capital infusion will be by way of preferential allotment of equity shares (special securities/bonds) of the bank during 2018-19, as government's investment, it said. According to the Scheme of Amalgamation, shareholders of Vijaya Bank will get 402 shares of BoB for every 1,000 shares held. In the case of Dena Bank, its shareholders will get 110 shares for every 1,000 of BoB.
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EXOTIC DERIVATIVES CAN MAKE GIFT A VIABLE GLOBAL FINANCIAL HUB

The Reserve Bank of India (RBI) is contemplating bringing back exotic derivatives, a move that may finally establish Gujarat International Finance Tec-City (GIFT) as a viable global financial hub. According to a media report, RBI governor Shaktikanta Das is contemplating lifting the ban on exotic derivative deals that the central bank had banned a decade ago. Experts say it is about time the central bank does so but there aren't enough natural safeguards if the deals are misused by writers and marketers of the contractors. Therefore, the RBI may have to outrightly ban, or limit exposure to such products for companies and banks up to a certain threshold. But it is a must product when India is trying to attract global capital onshore. Nobody can take your financial hub seriously if you don’t have such derivative deals that are big money making instruments worldwide. If RBI introduces the derivatives, GIFT can think of competing against the global financial hubs such as London, New York, Dubai and Singapore, said an expert with domain knowledge in such deals. The exotic deals entail multiple currency bets and offer high return if the bets go right, which, on the face of it, look harmless when shown in the context of historical data on currency movements. But in reality, the deals are dependent on the movement of multiple currencies vis-à-vis each other and require highly sophisticated risk management skills to understand. Needless to say, very rare Indian corporate treasury houses are equipped to be so sophisticated to track such multiple currency movement, particularly when even the dollar rupee movement seems cumbersome. scores of small and medium enterprises, and even some large corporate houses were badly hit in 2004-2008 when such adverse movement in exotic currency pairs almost threatened their business viability. The sellers were mainly specialized, corporate-focused foreign banks, usually with very few offices in India, and buyers included many SMEs, particularly in export-focused textile and chemical businesses. RBI soon limited the currency bets to plain vanilla transactions, strictly for hedging purpose. It introduced four currency pairs for options, rupee being one leg of the transaction in each pair. And thus the exotic deals were buried. Experts say India doesn’t have enough safeguards if things go wrong, but that can be easily countered if the deals are limited only for certain sections of the banking system. RBI can ensure that such deals can be sold only to those companies that have demonstrable sophistication in treasury management so that gullible SME clients don’t fall for these deals again.
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DAS-LED RBI SET TO BRING BACK ‘EXOTIC CURRENCY BETS’

After a decade, the Reserve Bank of India is set to lift the ban on ‘exotic currency derivatives’ the double-edged, fancy products that had left a trail of destruction in 2007-08 amid allegations of mis-selling and court battles when bets by corporates backfired as the euro, Yen and Swiss franc surged. Over the past month, senior RBI officials have held multiple meetings with bankers to discuss ways to allow these products, albeit with certain safeguards. There is mixed reaction among bankers. Some are excited by the possibility of extra margins from sale of exotic instruments while others who took the hit and were dragged to court are apprehensive… particularly, the compliance guys. But everyone is surprised by RBI’s plan to open up the market, a senior banker, who attended one of the meetings, told. Hundreds of Indian corporates had entered into such tailor-made, over-the-counter derivative contracts with banks — mostly private and foreign lenders — to extract a better exchange rate on export earnings, prune loan costs and shore up bottom lines. As the rupee surged, exporters were tempted to buy complex currency option packages instead of locking in gains through the conventional way of selling dollar income in the forward market. Treasurers, desperate to showcase their performance, signed synthetic contracts to swap high-cost rupee loans into much cheaper Yen or Swiss franc loans. A decade back, when these instruments were allowed, many companies — to boost profits — had converted local rupee loans into yen or Swiss franc which carried a significantly lower interest rate. In many cases, corporates entered into option contracts to protect the risk on such swaps. But these call options were conditional risk protection products, better known as ‘KIKOs’ (knock in, knock out). For instance, one such contract said that as long as the Swiss franc did not appreciate beyond 1.05 against the dollar (i.e. $1 = 1.05 Swiss franc), the corporate could buy Swiss franc at a rate of $1 = 1.20 Swiss franc. But when the exchange rate breached 1.05 (to, say, 1.03, which it did in February-March 2008) the corporate could no longer get Swiss franc at 1.20. It then had to buy from the market, which had turned more expensive. Even as late as September 2007, few had thought the Swiss franc would touch 1.03. In the case of leveraged products — which the RBI would soon define, according to the banker — the pay-ins or pay-outs could be three or four times. Here, the bet was a few multiples of the underlying. It all began as banks found ways to package currency options to make them more attractive for clients. For instance, an exporter sold a call (or, the obligation to sell dollars) to offset the cost of simultaneously buying a put option (the right to sell dollars). While there is nothing wrong in such zerocost options, companies became greedy and bought more and more in-the-money options which commanded a higher premium and were thus riskier. Here, when the currency moved wildly, the losses were large, said a market veteran.
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RBI LIKELY TO CUT REPO RATE BY 25 BPS: GOLDMAN SACHS

Reserve Bank of India is likely to cut repo rate by 25 basis points in the April policy due to weak economic activity, benign inflation and soft global growth, says a report. The monetary policy committee is scheduled to meet from April 2 to 4. We now think a 25 basis points cut is likely in the April meeting. Our thinking is driven by three factors- continued weakness in economic activity, still benign inflation and soft global growth, and a dovish Fed, Goldman Sachs said in a report. It expects inflation to remain below the RBIs medium term target until the end of 2019. The brokerage expects some pick-up in growth over the course of this year, and forecast real GDP growth to increase from 7.1 percent in FY19 to 7.5 percent in FY20. Headline CPI inflation rose to 2.6 percent in February, reversing a declining trend since July 2018. The report lowered its inflation forecasts and now see average headline CPI inflation at 3.4 percent in FY19 compared to 3.6 percent before. It expects some pick-up in food inflation over the course of the year as favourable base effects begin to wane and momentum builds as indicated by the recent prints on consumer and wholesale prices. Based on our outlook for food, partly offset by lower commodity prices, and a stable core, we forecast average headline inflation to rise from 3.4 percent in FY19 to 4 percent in FY20, it said. The brokerage expects another rate cut by the RBI by 25 bps in the third quarter of 2019. Going forward, in 2020, as growth accelerates, headline inflation begins to pick up, and Fed begins to increase rates, we expect pressure to build on the RBI to shift back to a tightening mode, it said.
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BANK CREDIT CLIPS AT 14.5%; DEPOSITS GROW IN DOUBLE-DIGITS AT 10%: RBI DATA

Bank credit grew 14.46 percent to Rs 95.53 trillion, while deposits growth touched double- digits at 10.03 percent to Rs 122.26 trillion in the fortnight to March 15, show the RBI data. In the year-ago fortnight, advances were at Rs 83.46 trillion and deposits at Rs 111.11 trillion. In the previous fortnight ending March 1, deposits grew 9.81 percent to Rs 122.30 trillion and credit rose 14.55 percent to Rs 95.29 trillion. Non-food credit rose 13.1 percent in January 2019 compared to a 9.5 percent growth in the same month last year. Credit to agriculture and allied sectors grew 7.6 percent in January as against a growth of 9.4 percent in the year-ago month. Loans to the services sector expanded at a healthy 23.9 percent, much higher than 13.2 percent resitered in January 2018, while personal loans lost the momentum with a 16.9 percent growth in January as against a healthy 20 percent spike in demand in the same month last year. Industrial credit jumped six-fold to 5.2 percent in January from 1.1 percent in the year-ago period. Credit growth to infrastructure, chemicals and chemical products, engineering, food processing and petroleum, coal and nuclear fuels accelerated but, credit to basic metals & metal products, textiles, beverages & tobacco and gems & jewellery contracted, as per the RBI data.
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SEBI SLAPS RS 32.5 LAKH FINE ON FOUR COMPANIES FOR FRAUDULENT TRADE

Regulator Sebi slapped a total fine of Rs 32.5 lakh on four entities for fraudulent and manipulative trading in illiquid stock options segment on the BSE. Probing the period from April 2014 to September 2015, Sebi found that 81.38 per cent of the trades executed in the bourse's stock options segment was non-genuine and led to the creation of the artificial volume. The investigation revealed that the four entities were among those that executed reversal of trades by reversing their buy or sell positions in a contract with the same counterparty during the same day. The entities placed buy and sell orders in a synchronised manner and reversed the trades within a short time with wide variation in prices of the trades.
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SEBI EXEMPTS GOVERNMENT FROM PNB OPEN OFFER; DIRECTS REDUCING NON-PUBLIC HOLDING POST CAPITAL INFUSION

Securities Exchange Board of India (Sebi) on Wednesday exempted the government from making an open offer for the shareholders of Punjab National Bank (PNB) but directed reduction in non-public shareholding in the lender post capital infusion. In February, PNB filed an application on behalf of the central government seeking exemption from open offer requirement under takeover regulations. After capital infusion in lieu of preferential allotment of over 80.2 crore shares, the government's stake in the bank would rise by 5.19 percent to 75.41 percent. Under the Sebi norms, entities are required to make an open offer in case their shareholding goes beyond a certain threshold. Against this backdrop, the bank sought Sebi's exemption from the open offer requirement for the government. According to Sebi, there would be no change in control of the bank pursuant to the proposed acquisition as the change would only be in the quantum of shares held by the government. The infusion of additional capital by the proposed acquirer/ Government of India is stated to enable the target company (Punjab National Bank) to meet the stipulated capital adequacy norms. Accordingly, I am of the considered view that exemption as sought for in the application made by the target company, be granted to the proposed acquirer/ GOI, Sebi whole time member G Mahalingam said in an order on Wednesday. The exemption has been given subject to certain conditions, including that the bank reduces the non-public shareholding from 75.41 percent after the capital infusion.
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BSE'S EXPANSION, NSE'S FORAY GIVE A FILLIP TO AGRI FUTURES MARKET

The country’s two major equity trading exchanges have new plans for derivatives trading in agricultural commodities The NSE is now prepared to launch a few agri segment contracts in commodities not currently traded on any of the futures exchanges in India said its spokesperson, while declining to name these products. It is yet to approach the regulator, Securities and Exchange Board of India (Sebi). Sources believe NSE is thinking of commodities in which such trade was earlier allowed but then stopped by the regulator, such as in tur (red gram), urad (black gram) and potato. At present, gold, silver and crude oil are traded on the NSE commodity derivatives platform. Sebi has allowed exchanges to offer financial incentives for derivatives but for commodities not traded on other exchanges. NSE’s plan for introducing such commodities is expected to be approved
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ONLY MF THAT HAS FILED CASES AGAINST WILFUL DEFAULTERS SEES SOME RECOVERIES

The oldest mutual fund in the country is also the only one to figure in the list of institutions who have filed cases against wilful defaulters. UTI mutual fund has 27 cases with an amount of Rs 252.6 crore outstanding, according to data from TransUnion Cibil, which maintains a database of such cases. This is based on accounts where defaults are of one crore rupees or more. The cases show a significant decline from five years ago. There were 90 cases worth Rs 848.8 crore at the end of 2014. This has come down by around a third as of December 2018. The cases were the outcome of investments made at the time of the undivided UTI, in the early 2000s, according to a spokesperson. These assets pertain to erstwhile Unit Trust of India, cases with respect to these were filed before the year 2003. As majority of these Companies are in Liquidation, only some legal cases are in continuity, said the person in an e-mailed response. The asset manager had completely written off the investments at the time. They are now seeing some recoveries, according to the person. These investments were made prior to the bifurcation of UTI before March 1, 2003 and were fully written off. Over a period of time, we have recovered the amount from many defaulters. However, in few cases, the recovery is in process and efforts are made to settle and close the matter, it said. The amounts are being credited to the schemes which made the original investments, according to the spokesperson. Interestingly, the database shows separate listings for the Specified Undertaking of Unit Trust of India (Suuti). This was formed to handle some of the assets of UTI after the fund was split in two following the collapse of the asset managers’ assured return schemes. It had 178 cases worth Rs.2551.3 crore in 2014. This is down to 89 cases worth Rs.1282.8 crore as of December 2019. The biggest defaulter is Maharashtra-based Malvika Steel. It owes Suuti Rs 420.75 crore. Marwar Hotels is the biggest defaulter for UTI mutual fund, which lists its cases separate from Suuti. The Securities and Exchange Board of India requires that one entity can only sponsor one mutual fund. It had given time till March for the institutions to bring down their stake to ten per cent each.
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NO OF NEW INDEPENDENT FINANCIAL ADVISORS SEE SHARP FALL IN FEBRUARY

Independent financial advisors (IFAs), who are seen as critical for penetration of mutual funds (MFs), are showing signs of losing interest in MFs as scrapping of upfront commission and change in expense structure has raised doubts on their earning potential. According to data, the number of new Amfi registered number (ARN) for IFAs was 951 in February. This was 39 per cent lower than the past 10-month average of 1,550. The current fiscal (2018-2019) has so far seen 16,451 new IFA registrations, which is 20 per cent lower than previous fiscal. ARN is a unique code allotted to intermediaries by the Association of Mutual Funds in India (Amfi). The individual distributors are bracing for decrease in their earnings. Distributors, who rely on commissions, will have to look at alternate business models to soften the blow on their income, said Srikanth Matrubai. At the end of February, the tally of the lapsed registrations stood at 3,716; the highest since 2014-2015. On Monday, Sebi said that upfront commissions will be allowed for systematic investment plans (SIPs) of upto Rs 3,000, per scheme, for a first-time MF investor.
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RBI'S DOLLAR-RUPEE SWAP AUCTION GETS BIDS FOR $16.3 BN AGAINST $5 BN ON OFFER

Mint Road Tuesday seemed to have ushered in an era of stability for India’s currency and debt costs by holding a dollar-swap auction that drew three times more bids than the sum on offer, giving the central bank a potent tool to manage future system liquidity without compromising the direction in yields. The Reserve Bank of India (RBI) received bids for $16.3 billion versus $5 billion the actual sum targeted to ensure enough system liquidity before the financial year draws to a close on March 31. Banks that need liquidity to expand credit have rushed to grab such attractive three-year money, said Bhaskar Panda. More such auctions may come in the next financial year. Going by the weighted average premium, this rupee borrowing cost could be less than 8%. Banks could earn about 250 basis points higher than the spread if the rupee funds garnered Tuesday are deployed in attractive loan markets. This is how the swap mechanism would work: High-street banks would sell dollars to the RBI at 68.86 apiece, the closing price of the unit Tuesday. Three years later, they would buy back the dollars, in rupee terms, at 76.62 apiece – the exchange rate that includes the cut-off premium. The cut-off premium, the threshold for banks to receive any allotment, was pegged at 776 paisa. In percentage terms, this would be about 6.02%, or 13 basis points less than the three-year MIFOR (Mumbai Interbank Forwards Rate). Bank of Baroda, ICICI Bank, HDFC Bank, State Bank of India and some foreign banks with strong local presence are said to have bid. Individual banks could not be contacted immediately for their comments. The premium was discovered by a market-determined auction process, said Ashutosh Khajuria, ED, Federal Bank. Banks can earn a good spread by deploying the rupee sum raised through the auction in different loan markets. There is clear visibility in credit growth going forward. To be sure, this is a French Auction where cut-off premium is not uniform, but banks will receive their auction allotment at their respective bids above the cut-off rates. The weigthed average premium (WAR) is at 792 paisa, which is about 6.10% in interest rate terms. This means some banks even bid at levels beyond 800 paisa.
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‘LET FINANCE COMMISSION FUNCTION THE WAY IT DOES NOW’

The Finance Commission should be allowed to function in the same manner as it is doing currently according to former Reserve Bank Governor Y.V. Reddy. There is no need to tamper with the structure, he said. Asked about various views on the need for, and against, a permanent structure for the Commission, he said, Currently, the Finance Commission has a five-year term. The system of appointing a Finance Commission once in five years is fine. Let it continue. The way forward is to stick to the old approach. New approach is not warranted. What is warranted is to behave more faithfully, with honesty and integrity, he said. Pointing out that the proposal for making the Finance Commission a permanent body could evolve in two ways he said: First, the government would abdicate its discretion currently available in designing and implementing the specific purpose transfers. Second, it would dilute the neutrality of the Finance Commission between the Union and the States through a process of continuous association with the government. Dr. Reddy said that in his view, there was considerable merit in having one apolitical body that provided stability and predictability primarily to share taxes that ensured fiscal balance and another forum of transfers involving continuous political bargaining with a broader mandate. The former exists in the body of Finance Commission and the latter does not exist. The problem and the solution therefore are not with the Finance Commission but outside of it in terms of institutional structures, he said. The way forward for fiscal federalism in India is to refocus the scope of Finance Commission to maintain the trust of all stakeholders in the institution and reinvent NITI Aayog to fill the vaccuum for other Central transfers to States, he said. Our story of fiscal federalism is a of remarkable success but in the last four years we are at crossroads, he added. The Centre and States were in crossroads because the XIV Finance Commission recommended an increase in tax devolution from 32% to 42%, which was perceived to have considerable adverse impact on the fiscal space of Union. Perception is that the States have got lot of money but the reality is otherwise, he said. On the Goods and Service tax (GST), he said it was an historic step but the States seem to be disadvantaged in terms of design and implementation. By giving up independence of tax power, relative loss of fiscal autonomy of States is more than the Union, Dr. Reddy said. For the first time, there is a whole lot of controversy surrounding the terms of reference of the XV Finance Commission. Most of the concerns are in the nature of mistrust between Union and States, and to some extent, lack of transparency, if not misunderstanding, he added. He also urged reinventing NITI Aayog with appropriate stature with the benefit of Constitutional legitimacy, possibly linking it to the Inter State Council.
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NEED TO CREATE AWARENESS ON IPR AMONGST MSMES: EXPERT

There is need to create awareness about on Intellectual Property Rights (IPR) amongst Micro Small and Medium Enterprises (MSMEs). Dinesh Rai said, There is need to organize programs on IPR to create awareness about IPR amongst MSMEs of Vidarbha. He stated IP rights protect all the aspects of the business, its name and logo, designs, inventions, works of creative or intellectual effort or trademarks that distinguish the business. In addition he pointed out that IPRs were essentially recognized and accepted all over the world due to important reasons like to provide incentive to the individuals for new creations, providing due recognition to the creators and inventors, ensuring material reward for intellectual property and ensuring the availability of the genuine and original products. P M Parlewar said An effective and enabling administrative and legal regime for IPR bestows confidence to the IP-owner and creator allowing them to manage and eventually create the crucial link between innovation and its economic applications. B C Bhartia said Innovations are much needed and for this purpose there is a need to change the mindset. It will be better, if we first innovate in India and then manufacture in India. IPR protects the identity of products manufactured by MSMEs.
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HOW SMART CFOS CAN SCALE UP AND SAVE BUSINESSES: DEEPAK PAREKH SPELLS 2-L FORMULA

Leverage and liquidity are the two ‘Ls’ that a smart CFO must guard. Both not only help scale up businesses but also lead to their downfall, said Deepak Parekh. The CFO’s job is to raise a red flag at the right time, he also said at the FE CFO Awards function in Mumbai. He said that it’s imperative that the risk-averse lenders get back to lending to infuse adequate liquidity in the economy as sectors including real estate are in desperate need of the same. So as to prevent extended legal battles, the non-performing institutions must be allowed to wind up their businesses and IBC law needs to be made more robust, he noted. Adding he said that it’s the duty of the CFO’s to speak up when the need arises to save the businesses. Don’t be a silent CFO, assuming things will sort out themselves; neither be a CFO who says I have sounded a warning which nobody followed. You have to show spine; you have to speak up. He also said that businesses need to be extra vigilant during boom and bust times. Most bad decisions are taken during good times and vice versa, he noted, adding it becomes important for a smart CFO to take right decision during such times. The introduction of the Insolvency and Bankruptcy Code (IBC) has prompted the promoters of the firms to settle cases after lenders have filed for insolvency proceedings at the NCLT, Deepak Parekh also said. Uncertainty over GST rates for under construction houses has hurt sales towards FY19 end, says report. We would see headline sales numbers for real estate sector in India moderate in February and March 2019, as consumers were postponing sales to see the outcome of revision in GST rates, which have been reduced with effect from April 2019, the report said. Residential real estate sales saw some moderation in January 2019 (-4.6% yoy) that will likely accelerate in the succeeding two months up to March 2019 owing to the change in GST rates applicable from April 2019, report also said.
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BSNL AWARDS RS 40-CR PROJECT TO HUGHES FOR UPGRADING ISLANDS' CONNECTIVITY

State-run BSNL has awarded satellite bandwidth connectivity project worth Rs 40 crore to Hughes Communications India for upgrading connectivity in Andaman and Nicobar Islands and Lakshadweep. It is difficult to provide bandwidth connectivity to Andaman and Nicobar Islands and Lakshadweep through cables. BSNL has selected Hughes India to provide satellite connectivity in these islands. It is Rs 40-crore contract for a period of seven years, Shivaji Chatterjee, told PTI. With Hughes India, BSNL plans to expand satellite bandwidth in Andaman and Nicobar to 400 times the current capacity in two years and has already augmented available bandwidth in the island region from 240 Mbps to 1 Gbps. Under the deal, Hughes India supplied BSNL with satellite terminals and modems for voice, data, and video communications as well as high-speed satellite backhaul capacity to extend network coverage in the region. Hughes will connect 20 hubs with speed of 500 Mbps to 1 Gbps in Andaman and Nicobar Islands and 350-500 Mbps download speed across five islands in Lakshadweep.
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REAL ESTATE STOCK TO GROW BY 200 MILLION SQUARE FEET THIS YEAR : CBRE

India’s real estate stock is to grow by 200 million square feet in 2019 thereby taking the total number to 3.7 trillion sq.ft. according to a report by real estate consulting firm CBRE. The supply and demand scenario is expected to improve and unsold inventory levels to further decline. Also, alternate assets such as co-living, student and senior housing will continue to garner greater interest from end-users and developers. The growth of the Indian Real Estate market in 2019 will be driven by numerous factors including technology, demand-supply dynamics, and improved ease of doing business rankings among others. We expect to see significant growth across segments, which will lead to the addition of almost 200 million sq. ft. of new real estate space in 2019 across categories including office, retail, residential and logistics, said Anshuman. According to the report, the rental segment will continue to grow across the key markets in Bangalore, Chennai and Pune, however, this growth is expected to taper across most cities. While, Delhi-NCR and Mumbai would also see rental growth but it would be in select locations. The report mentions that the leasing activity in the sector would be driven by rising interest of global occupiers and workplace changes due to digitisation. It added that the combination of these sources of demand coupled with supply influx of quality space to result in the share of net absorption to rise from the current 60-65 per cent to about 70-75 per cent during 2019-2020. In retail around 10 – 12 million sq. ft. of supply is expected to come on-stream in 2019 and the demand is expected to outstrip supply.
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NTPC RAISES USD 450 MILLION FROM INTERNATIONAL MARKET

State-run power giant NTPC Wednesday said it has raised USD 450 million (about Rs 3,105 crore) through five-year bond offering in the international market under its USD 6 billion (about Rs 41,400 crore) medium term notes (MTN) programme. NTPC had opened the issue of USD 450 million five-year bond offering in the international market on Tuesday, the company said in a statement. In terms of geographical distribution, Asia took the bulk of the subscription at 90 per cent (of the USD 450 million MTN), with supplemental demand of 10 per cent from Europe, Middle East & Africa and offshore US accounts, the statement said. The distribution of investors was well diversified as fund managers took 69 per cent of the subscription of the MTN issue, followed by banks with 22 per cent, insurance/pension with 8 per cent and PB (private banks)/others (wealth manager) with 1 per cent, it said. The company intends to use the proceeds of the issue to finance its ongoing and new power projects, coal mining projects, acquisition of power plants and renovation and modernisation of power stations, it added. The issue was to close on April 3. The notes carry a coupon (rate) of 3.75 per cent per annum payable semi-annually. The notes will mature on April 3, 2024 and all the principal and interest payments will be made in US Dollars. The notes represent direct, unconditional and unsecured obligations of NTPC and will rank pari passu among themselves and all other unsecured obligations of NTPC, it said. The notes will be listed on the Singapore Exchange Securities Trading Ltd, India International Exchange (IFSC) Ltd and NSE IFSC Ltd.
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TRUMP SAYS GOOGLE CEO SUNDAR PICHAI COMMITTED TO US, NOT CHINESE MILITARY

Donald Trump said Wednesday that Google CEO Sundar Pichai, whom he'd previously accused of indirectly boosting China's military, has reassured him that he is totally committed to US security Just met with @sundarpichai, President of @Google, who is obviously doing quite well, Trump tweeted after a White House meeting. He stated strongly that he is totally committed to the US Military, not the Chinese Military. America's top military officer has also urged US tech giants to step up work on next generation 5G wireless technology so that US markets are not reliant on Chinese innovators, like leading telecom firm Huawei. Dominating 5G is in our national interest, the general said. The US government though has deep suspicions that Huawei's technology would potentially open the doors to Chinese government penetration of US communications.
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CRACKDOWN ON HATE SPEECH: FACEBOOK TO CURB WHITE NATIONALISM, SEPARATISM

Facebook announced Wednesday it will ban praise or support for white nationalism and white separatism as part of a stepped-up crackdown on hate speech. The ban will be enforced starting next week at the leading online social network and its image-centric messaging service Instagram. It's clear that these concepts are deeply linked to organized hate groups and have no place on our services, the social network said in a statement. Facebook policies already banned posts endorsing white supremacy as part of its prohibition against spewing hate at people based on characteristics such as race, ethnicity or religion. The ban had not applied to some postings because it was reasoned they were expressions of broader concepts of nationalism or political independence, according to the social network. Facebook said that conversations with academics and members of civil society in recent months led it to view white nationalism and separatism as linked to organized hate groups. Unfortunately, there will always be people who try to game our systems to spread hate, Facebook said. Our challenge is to stay ahead by continuing to improve our technologies, evolve our policies and work with experts who can bolster our own efforts.




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CS Meetesh Shiroya

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