[1] Shuchi Agrawal & Isha Ahlawat, ‘Minority Squeeze Outs Under Takeover Law: An Analysis’ (The RMLNLU Law Review Blog, 5 October 2021)

[2] Foss V Harbottle (1843) 67 ER 189

[3] Report of the Expert Committee on Company Law, chaired by Dr. Jamshed J. Irani, submitted to the MCA on May 31, 2005.

[4] Vasani B, Kanan V and Seal R, “Minority Squeeze-out under Our Company Law – Is It a Legislative Policy Dilemma” (Cyril Amarchand Mangaldas December 16, 2021)

[5] See Companies Act, 1956 S.395

[6] See Companies Act, 2013 S.235

[7] See Companies Act 2013 S.235(2) ; Companies Act 2013 S.235(3)

[8] Delisting is advantageous for the controllers because the company is first brought outside the purview of the securities laws applicable to listed companies (which are administered by SEBI) that enables it to implement the squeeze out through a less onerous legal regime than when the company is listed.

[9] See Companies Act 2013 S.230

[10] In the context of squeeze outs, a company may propose a scheme that permits either a controller or thecompany itself to purchase shares held by the minorities thereby effecting a squeeze out

[11] See Companies Act 2013 S.66

[12] See Companies Act 2013 S.68

[13] See Companies Act 2013 S.77

[14] In Re: Reckitt Benckiser (India) Ltd, MANU/DE/3902/2011

[15] See Companies Act 2013 S.100

[16] See Companies Act 2013 S.100

[17] Section 236(1) of the Act provides that in the event of an acquirer, or a person acting in concert with such acquirer, becomes a registered holder of 90% or more of the issued equity share capital of a company, or in the event of any person or group of persons becoming 90% majority or holding 90% of the issued equity share capital of a company, by virtue of an amalgamation, share exchange, conversion of securities or for any other reason

[18] 57th Report of the Parliamentary Standing Committee on Finance, The Companies Bill, 2011, 15th Lok Sabha, at Pg. 73

[19] A.P State Financial Corporation V. Gar Re-Rolling Mills (1994) 2 SCC 647

[20] There are some commonalities across these jurisdictions – in particular, the more favorable treatment given to squeeze outs when they are accompanied by the approval of independent directors on the board and afavorable vote of disinterested shareholders (i.e., the minorities – sometimes called a “majority of theminority” (MoM) ratification)