History of Corporate Law

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History of Corporate Law

Past & Present perspective of LegalFramework and Background events









What We Know……

1. French Revolution – Idea of Nationalism introducedacross Europe

2. Unified Europe: Germany, Italy

● --Have become more stable (P.E.S. - IndustrialRev.) and unified under nationalism

3. Power Players: Great Britain, France, US, Germany,Italy, Belgium, Spain, and Portugal (In. Rev.)

4. Alliances: Triple Alliance and Triple Entente

5. Crisis in the Balkans - Pan Slavism`

Imperialismn The domination by one country

of the political, economic, orsocial life of another country or



1. Self Sufficiency To gain control of resources

Ex. Iron, coal, manganese, tungsten, copper,rubber, coffee, tea, and spices

If at war, did not want to be “at themercy of the enemy.”

2. Need for New Marketsn New machinery - mass production

-looked to new markets

n $ to profit the sellers and increasewealth of nation

3. Outlets forPopulationn New Jobs

n If people settled in colonies owned by thesame country, the country wouldn’t reallybe “losing” people



5. Missionary Motive

Spread of the Christian Religion to non-Christian peoples

Both Catholic and Protestant missionaries

Also education, medicine, & sanitation

4. Nation’s Strength, Pride &

Prestigen Colonies added to Nation’s Pride &Prestige

n Colonies were a good source of troopsfor armies

6. White Man’s Burdenn People of advanced western nations

had a duty to transmit western ideasand techniques to more “backward”people

n Ex. Machinery, agr-tech, democracy

n Each imperial nation considered itscivilization to be superior

n British Poet, Rudyard Kipling -“takeup the white man’s burden.”



Social Darwinism

“Survival of the Fittest”Businessmen argued that the strong and

capable became successful, and the stupid andlazy failed.

Also true of nations -Europeans races as superior toall others.

Houston Stewart Chamberlain

(In Germany, Houston Stewart Chamberlain claimed that Germanswere the only pure successors of the Aryans. He singled out one groupas the racial enemy that wanted to destroy the Aryan race…)



Two Viewpoints

European/Western

Great Britain, US, France, Germany, Italy…

Conquered Peoples

Africa, Latin America, China, India, …

X

Success & Obstaclesn Success?

n Technology & military strength

n Obstacles?n Resistance

n Tool of rich

n Immoraln Responsibility does not mean racial superiority



Imperial Rule

Colonialism

Direct Rule (France) –

(Local rulers are replaced by Mother country officials and military officers

Indirect Rule (Britain) –

(local and mother country rule together)

Protectorate

Local rulers left in place, but officials of imperial power controlled the region

(political unit that depends on another govt for its protection)

Sphere of Influence

European power claims an investment in a certain area and tradingprivileges with the people

Example: Europe/China, United States/Latin America



India - General

Jewel of the British Empire (direct control)

1857 - Sepoy Rebellion - First War of Independence

British rule brought Western culture, technology, andstability to India

Indians suffered economic hardships, corruption andsocial subjugation

Indian National Congress - 1885

“The Sun Never Sets on the British Empire.”



British India



Even though the INC and theMuslim League have different

ideas why do they work togetherat first????

INC

I HATETHE

BRITISH

Muslim League

I HATE THEBRITISH

TOO!!!



Summary of the Major EnactmentsSecond half of the nineteenth century- UK Laws in Br India

1850 Act for Reg of JSC-following UK’s Comp Act, 1844

1857 Indian Companies Act

1866 Indian Companied Act, 1866 (X of 1866)

1882 Indian Companies Act, 1882 (VI of 1882)

1913 Indian Companies Act, 1913 (VII of 1913)-after UK’s Companies Act, 1908

-relating to company administration

1936 Indian Companies (Amendments) Act, 1936



Independence



Summary of the Major Enactments1947 Companies Act- 1913 act was adopted

1959 Company Law Commission was appointed-to rescind the outlived provisions

-to make law in consonance with the modern needs

1960 Submission of Report by CLC

1961 Chartered Accountants Ordinance, 1961

1966 Cost & Management Accountants Act, 1966

1969 Securities & Exchange Ordinance, 1969

1056 State Bank of Pakistan Act, 1956



Debacle of East Pakistan

f h j



Summary of the Major Enactments1972 Publication of Report CLCP

1972 Co (Managing Agency & Elec of Directors) Order, 1972

-issued on Jan 14, 1972-introduced several legal provisions relating to the directors

1984 Companies Ordinance, 1984

1984 Companies Ordinance, 1984

1997 Securities & Exchange Commission of Pakistan Act, 1997



Relevance of corporatelaw on enterprise

Company law is directly related toenterprise: it can either promote it orhold it

Most enterprise is corporatised:

corporate regulation has a hugeimpact on the economy



Sources of modern corporate lawCompany law in the commonwealth (UK, Australia, Hong Kong,Singapore, India, Malaysia) has common sources and influences

Common features also in European Union, US laws

UK Companies Act 1948 is the great mother of most corporate lawsworld over: but has undergone several changes over time:

1947 Cohen Committee report consolidated existing law in 1948 Act

Jenkins Committee report introduced changes in 1967

Several changes upto 1985 based on EEC Directives

New law in 1985 (747 sections and 25 schedules)

The new law changed substantially by Insolvency Act 1985 (later replaced byInsolvency Act 1986) (provisions on insolvency separated), Financial Services Act1986 (provisions on securities regulation separated) and Companies Act 1989

New Bill prepared in 2002 much smaller: 225 sections and 4 schedule





Corporate law reformsCommercial law as a whole has been subjected to globalisation:

Most commercial problems are no more domestic problems

Today’s corporate laws cannot take a domestic approach:

Global trade has created the multi-jurisdictional enterprise

Leading to greater international interdependence

Global convergence of corporate laws:

Securities laws have been more intensively internationalised

Company law is still largely a domestic issue

UK reforms: The Department of Trade and Industry, UK started a company law reviewprocess in March 1998:

Scathing criticism by leading commentators as LCB Gower, LS Sealy, Law Society

EU reforms: High level Group of Company Law Experts set up in Sept 2001 and publiccomments were received.

These have now been synthesized and presented in Nov 2003

Pakistan Reforms: Over the years Corporate Law changed

From domestic perspective into Global arena



Home AssignmentSecond half of the nineteenth centurywitness development of Corporate law in the

subcontinent. Discuss the historicalevolution of corporate law in the per- & postindependence era?

Documents

History of Corporate Law