Ownership of the Licensee Company Clause Samples
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Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the paid up capital of the LICENSEE Company does not, at any time during the entire Licence period, exceed 74% of the total equity. The details of the Indian & Foreign promoters/shareholders with their respective equity holdings in the LICENSEE Company as disclosed on the date of signing of the Licence agreement, are as follows: Sl. No. Name of Shareholders Indian/ Foreign Percent of Equity held 1.
Ownership of the Licensee Company. 11.1 FDI upto 100% under automatic route subject to observance of licensing and security conditions by licensee as well as investors as notified by the DoT from time to time. Notwithstanding with the above provision, foreign investment shall be subject to following conditions:
(i) An entity of a country, which shares land border with India or where the beneficial owner of an investment into India is situated in or is a citizen of any such country, can invest only under the Government route.
(ii) In the event of the transfer of ownership of any existing or future FDI in an entity in India, directly or indirectly, resulting in the beneficial ownership falling within the restriction/ purview of the clause no. (i) above, such subsequent change in beneficial ownership will also require Government approval.
(iii) Both direct and indirect foreign investment in the Licensee Company shall be counted for the purpose of calculating total FDI.
(iv) The licensee Company/ Indian Promoters/ Investment Companies including their holding companies shall comply relevant provisions of extant FDI policy of the Government. While approving the investment proposals, the Government may take into accounts security concerns.
(v) FDI shall be subject to laws of India and not the laws of the foreign country/countries. The Licensee shall comply with the relevant provisions of FDI policy of the Government and such modifications to the policy as may be issued from time to time.
(vi) The words, mentioned hereinabove in Para 1.1, such as FDI, foreign equity, investment companies, FIPB, etc., shall have the same meaning as defined by Department for Promotion of Industry and Internal Trade (DPIIT) in its FDI Policy.
21.2 The Licensee shall declare the Indian & Foreign equity structure (both direct and in-direct) in the Licensee company and submit a compliance report regarding compliance of FDI norms and security conditions on 1st day of January of every year to the Licensor in Proforma as may be prescribed from time to time. This is to be certified by Company Secretary or Statutory Auditor, countersigned by duly authorized Director of the Licensee Company. When there is a change in FDI in the Licensee’s company, the Licensee shall also submit the FDI compliance report within 15 days.
1.3 The Licensee shall also ensure that:
(i) Any changes in shareholding shall be subject to all applicable statutory permissions under Laws of India. 1Amended vide letter No, 20-271/2010 AS-I (Vol.-IV) dated 03...
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the paid up capital of the LICENSEE Company does not, at any time during the entire Licence period, exceed 74% of the total equity subject to the following FDI norms :
(i) Both direct and indirect foreign investment in the licensee company shall be counted for the purpose of FDI ceiling. Foreign Investment shall include investment by Foreign Institutional Investors (FIIs), Non-resident Indians (NRIs), Foreign Currency Convertible Bonds (FCCBs), American Depository Receipts (ADRs), Global Depository Receipts (GDRs) and convertible preference shares held by foreign entity. Indirect foreign investment shall mean foreign investment in the company/ companies holding shares of the licensee company and their holding company/companies or legal entity (such as mutual funds, trusts) on proportionate basis. Shares of the licensee company held by Indian public sector banks and Indian public sector financial institutions will be treated as `Indian holding’. In any case, the `Indian’ shareholding will not be less than 26 percent.
(ii) FDI up to 49 percent will continue to be on the automatic route. FDI in the licensee company/Indian promoters/investment companies including their holding companies shall require approval of the Foreign Investment Promotion Board (FIPB) if it has a bearing on the overall ceiling of 74 percent. While approving the investment proposals, FIPB shall take note that investment is not coming from countries of concern and/or unfriendly entities.
(iii) FDI shall be subject to laws of India and not the laws of the foreign country/countries.
1.2 The LICENSEE shall declare the Indian & Foreign equity holdings (both direct and in-direct) in the LICENSEE company and submit a compliance report regarding compliance of FDI norms and security conditions on 1st day of January and 1st day of July on six monthly basis to the LICENSOR. This is to be certified by the LICENSEE Company’s Company Secretary or Statutory Auditor.
1.3 The merger of Indian companies may be permitted as long as competition is not compromised as defined in condition 1.4 (ii).
1.4 The LICENSEE shall also ensure that:
(i) Any changes in share holding shall be subject to all applicable statutory permissions.
(ii) No single company/ legal person, either directly or through its associates, shall have substantial equity holding in more than one LICENSEE Company in the same service area for the Access Services namely; Basic, Cellula...
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the paid up capital of the LICENSEE Company does not, at any time during the entire Licence period, exceed 49% of the total equity. The details of the Indian & Foreign promoters/shareholders with their respective equity holdings in the LICENSEE Company and their respective net-worth as disclosed on the date of signing of the LICENCE AGREEMENT, are as follows: Sl. No. Name of Promoter/shareholders Indian/ Foreign Percent of Equity held Net worth (Rupees)
1.2 Except prior permission in writing by Licensor there shall be no change in the Foreign promoter(s) or their equity participation . Normally there will be no objection in substituting an existing foreign promoter by another foreign promoter of similar standing subject to the total foreign equity being below the prescribed limit.
1.3 The LICENSEE Company may, under intimation to Licensor replace a promoter(s) by another promoter(s) as stipulated below: the Indian Promoter(s) or person(s) acquiring the foreign promoter’s shareholding ; and transfer of equity between Indian promoters or person(s) including Indian employees of the company . The merger of Indian companies may be permitted as long as competition is not compromised as defined in condition 1.4 (ii).
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the LICENSEE Company does not, at any time during the entire LICENCE PERIOD, exceed the sectoral cap of Foreign Direct Investment of the total paid up equity. The details of the Indian & Foreign promoters with their respective equity holdings in the LICENSEE company as disclosed by the LICENSEE company on the date of signing of the LICENCE AGREEMENT, are as follows:
1. Panatone Finvest Ltd., Promoter (an acquisition vehicle floated by the Tata Group) Indian 45 % 2. Government of India, Promoter Indian 26.12 % 3. Tata Sons Limited, Promoter Indian 1.58 % 4. Tata Investment Corporation Ltd., Promoter Indian 0.02 % 5. Mutual Funds and UTI Indian 0.23 % 6. Banks, financial Institutions, Insurance Companies (Central/State Govt. Institutions/Non-Government Institutions) Indian 9.27 % 7. Foreign Institutional Investors Indian 1.73 % 8. ADRs Foreign 10.41 % 9. NRIs/OCBs Foreign 0.05 % 10 Private Corporate Bodies Indian 1.14 % 11 Indian Public Indian 4.45 % Total 100 %
1.2 There shall be no change in the Indian and Foreign promoter(s) or their equity participation unless permitted by the LICENSOR. The LICENSEE company may, with prior written consent of the LICENSOR replace a promoter(s) by another promoter(s) of equal or higher standing as stipulated below:
(a) an existing foreign promoter may be substituted by another foreign promoter of similar standing;
(b) the existing Indian Promoter(s) may also be allowed to acquire the foreign promoter’s shareholding; and
(c) transfer of equity inter-se between existing Indian promoters may be permitted, provided the majority Indian promoter continues to hold at least the present shareholding for a period of five years (excluding the period when licence failed to remain operative due to Force Majeure) from the EFFECTIVE DATE of LICENCE AGREEMENT.
1.3 The LICENSEE shall also ensure that:
(i) Any change in share holding shall be subject to all necessary statutory requirements.
(ii) Management control of the LICENSEE company shall at all times remain in Indian hands.
1.4 Change in the name of the LICENSEE company shall be permitted in accordance with the provisions under the Indian Companies Act, 1956.
1.5 The LICENSEE company shall have a net worth of Rs.25 crores. The net worth shall mean as the sum total, in Indian rupees, of paid up equity capital and free reserves. The net worth of promoters shall not be counted.
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the LICENSEE Company does not, at any time during the entire LICENCE PERIOD, exceed the sectoral cap of Foreign Direct Investment of the total paid up equity. The details of the Indian & Foreign promoters with their respective equity holdings in the LICENSEE company as disclosed by the LICENSEE company on the date of signing of the LICENCE AGREEMENT, are as follows:
1.2 There shall be no change in the Indian and Foreign promoter(s) or their equity participation unless permitted by the LICENSOR. The LICENSEE company may, with prior written consent of the LICENSOR replace a promoter(s) by another promoter(s) of equal or higher standing as stipulated below:
(a) an existing foreign promoter may be substituted by another foreign promoter of similar standing;
(b) the existing Indian Promoter(s) may also be allowed to acquire the foreign promoter’s shareholding; and
Ownership of the Licensee Company. The LICENSEE shall ensure that the total foreign equity in the paid up capital of the LICENSEE Company does not, at any time during the entire Licence period, exceed 74% of the total equity. The details of the Indian & Foreign promoters/shareholders with their respective equity holdings in the LICENSEE Company as disclosed on the date of signing of the Licence agreement, are as follows: Sl. No. Name of Shareholders Indian/ Foreign Percent of Equity held Both direct and indirect foreign investment in the licensee company shall be counted for the purpose of FDI ceiling. Foreign Investment shall include investment by Foreign Institutional Investors (FIIs), Non-resident Indians (NRIs), Foreign Currency Convertible Bonds (FCCBs), American Depository Receipts (ADRs), Global Depository Receipts (GDRs) and convertible preference shares held by foreign entity. Indirect foreign investment shall mean foreign investment in the company/ companies holding shares of the licensee company and their holding company/companies or legal entity (such as mutual funds, trusts) on proportionate basis. Shares of the licensee company held by Indian public sector banks and Indian public sector financial institutions will be treated as `Indian holding’. In any case, the `Indian’ shareholding will not be less than 26 percent. The details of direct and indirect foreign investment as disclosed on the date of signing of the Licence Agreement are as follows: ▇▇.▇▇. Name Details of Direct & Indirect foreign Investment FDI up to 49 percent will continue to be on the automatic route. FDI in the licensee company/Indian promoters/investment companies including their holding companies, shall require approval of the Foreign Investment Promotion Board (FIPB) if it has a bearing on the overall ceiling of 74 percent. While approving the investment proposals, FIPB shall take note that investment is not coming from countries of concern and/or unfriendly entities. The investment approval by FIPB shall envisage the conditionality that Company would adhere to licence Agreement. FDI shall be subject to laws of India and not the laws of the foreign country/countries. Except prior permission in writing by Licensor there shall be no change in the Foreign promoter(s) or their equity participation . Normally there will be no objection in substituting an existing foreign promoter by another foreign promoter of similar standing subject to the total foreign equity being below the prescribed limit. The LICENSEE Co...
Ownership of the Licensee Company. 1.1 The Applicant should be an Indian company, registered under the Indian Companies Act’1956. With regard to foreign investment, 100% foreign direct investment (FDI) is permitted, subject to fulfillment of other rules and conditions of the Government on FDI. However, The details of the Indian & Foreign promoters with their respective equity holdings in the LICENSEE Company as disclosed on the date of signing of the LICENSE AGREEMENT, are as follows: Sl. No. Name of Promoter. Indian/ Foreign Percent of Equity held
1.2 The LICENSEE shall also intimate any change in ‘Substantial Equity Structure’ at any later stage during the entire period of licence agreement. ‘Substantial equity Structure’ herein will mean ‘an equity of 10% or more’.
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the paid up capital of the LICENSEE Company does not, at any time during the entire Licence period, exceed 49 % of the total equity. The details of the Indian & Foreign promoters/shareholders with their respective equity holdings in the LICENSEE Company and their respective net-worth as disclosed on the date of singing of the LICENCE AGREEMENT are as follows: Sl. No. Name of Promoter/shareholders Indian/ Foreign Percent of Equity held Net worth (Rupees)
1. Reliance Industries Limited Indian 10
2. Reliance Infocomm Ltd. Indian 80
3. Greenwich Capital ▇▇▇.▇▇▇. Indian 3.4 4. Perigee Trading Pvt. Ltd. Indian 3.3
Ownership of the Licensee Company. 1.1 The LICENSEE shall ensure that the total foreign equity in the LICENSEE Company does not, at any time during the entire LICENCE period, exceed 49% of the total paid up equity. The details of the Indian & Foreign promoters with their respective equity holdings in the LICENSEE company as disclosed on the date of signing of the LICENCE AGREEMENT, are as follows:
1. Promoters/Central Govt. Indian 52.97 including Nominees of President of India -------------------------------------------------------------------------------- 2. As per Attachment 1 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- --------------------------------------------------------------------------------
1.2 There shall be no change in the Indian and Foreign promoter(s) or their equity participation unless permitted by the LICENSOR in the interest of Service.
1.3 The LICENSEE shall have a minimum paid up equity capital of Rs.250 Crores, on the date of application.
1.4 The promoters of LICENSEE company shall have a combined net worth of Rs.2500 crores and the net worth of only those promoters shall be counted who have at least 10% equity stake in the total equity of the LICENSEE company.
1.5 The LICENSEE may, with prior written consent of the LICENSOR, replace a promoter(s) by another promoter(s) of equal or more net worth.