PPt's Corporate Laws

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PPt's Corporate Laws

Text of PPt's Corporate Laws

  • CORPORATE LAWSUNDERSTANDING A MUST FOR ANY CORPORATE CITIZEN

  • CORPORATE LAWSMEANING AND ITS NATURE-1 LECTURETHE COMPANIES ACT-6 LECTURESCONTRACT ACT-6 LECTURESNEGOTIABLE INSTRUMENT ACT-1 LECTURESALE OF GOODS ACT-1 LECTURELIMITED LIABILITY PARTNERSHIP ACT-1 LECTURECOMPETITION ACT-1 LECTURERIGHT TO INFORMATION ACT- 1 LECTUREINFORMATION TECHNOLOGY ACT-1 LECTURETHE CONSUMER PROTECTION ACT-1 LECTURE

  • LAW-MEANING AND ITS NATUREBODY OF RULESFOR GUIDANCE AND CONDUCT OF PERSONS-BOTH HUMAN AND ARTIFICIALLAW IS IMPOSED TO BRING ORDER IN GROUPENFORCED BY EXECUTIVELAW PRESUPPOSES STATEQUITE FLEXIBLE AND CHANGINGMADE TO SERVE SOME PURPOSE-SOCIAL, ECONOMICAL OR POLITICAL

  • LAW-MEANING AND ITS NATURELAW VS. MORALITYIGNORANCE OF LAW IS NO EXCUSECLASSIFICATIONPUBLIC LAW AND PRIVATE LAWPUBLIC LAW IS CONSTITUTIONAL LAW, ADMINISTRATIVE LAW, CRIMINAL LAW, MUNICIPAL LAW, INTERNATIONAL LAW-ENFORCED ON BEHALF OF OR IN THE NAME OF THE STATEPRIVATE LAW-REGULATES THE RELATIONS OF THE CITIZENS-LAW OF CONTRACT, PROPERTY, SUCCESSION

  • LAW-MEANING AND ITS NATURECLASSIFICATIONCRIMINAL LAW AND CIVIL LAWSUBSTANTIVE LAW AND PROCEDURAL LAW

  • LAW-MEANING AND ITS NATURESOURCES OF INDIAN LAWPRIMARY-CUSTOMS, JUDICIAL PRECEDENTS, STATUTES, PERSONAL LAWSECONDARY-ENGLISH LAW, JUSTICE, EQUITY AND GOOD CONSCIENCE

  • LAW-MEANING AND ITS NATUREMERCANTILE OR BUSINESS LAWSREGULATION OF RESTRICTIVE AND UNFAIR TRADE PRACTICESFOREIGN EXCHANGE MANAGEMENT AND REGULATIONINSOLVENCYREGULATION OF COMPANIESNEGOTIABLE INSTRUMENTS ACTSALE OF GOODS ACTCONTRACT ACTIMPORT AND EXPORT REGULATIONSMORTGAGEPARTNERSHIP-LLPREGULATION OF ESSENTIAL COMMODITIESREGULATION AND DEVELOPMENT OF INDUSTRYREGULATION OF FOREIGN EXCHANGE AND FOREIGN CAPITALEXCISE, IMPORT DUTY, CUSTOMS, CORPORATE TAX ETC

  • LAW-MEANING AND ITS NATUREESSENTIALS OF LAWPREDICTABILITYFLEXIBILITYREASONABLE APPLICATION AND COVERAGE

  • LAW-MEANING AND ITS NATUREPROCESS OF PASSING A STATUTE IN INDIAORDINARY BILLS-CAN ORIGINATE IN ANY HOUSEMONEY BILL- CAN ORIGINATE ONLY IN LOK SABHA

  • THE COMPANIES ACT, 1956 WITH AMENDMENTS TILL DATEDEFINITION AND NATURE OF COMPANYDEFINITIONSEC. 3(1)(i) OF ACT-A COMPANY FORMED OR REGISTERED UNDER THE ACT OR AN EXISTING COMPANYHANEY-A COMPANY IS AN ARTIFICIAL PERSON CREATED BY LAW, HAVING A SEPARATE ENTITY, WITH A PERPETUAL SUCCESSION AND COMMON SEAL

  • THE COMPANIES ACT, 1956 WITH AMENDMENTS TILL DATEDEFINITIONLORD JUSTICE LINDLEY-AN ASSOCIATION OF PERSONSWHO CONTRIBUTE MONEY OR MONEYS WORTH TO A COMMON STOCKAND EMPLOY IT IN SOME TRADE OR BUSINESSAND WHO SHARE THE PROFIT OR LOSS ARISING THEREFROMTHE COMMON STOCK SO CONTRIBUTED IS DENOTED IN MONEY AND IS THE CAPITAL OF THE COMPANYTHE PERSONS WHO CONTRIBUTE IT OR TO WHOM IT BELONGS ARE MEMBERSTHE PROPORTION OF CAPITAL TO WHICH EACH MEMBER IS ENTITLED IS HIS SHARESHARES ARE ALWAYS TRANSFERABLE ALTHOUGH THE RIGHT TO TRANSFER THEM IS OFTEN MORE OR LESS IS RESTRICTED

  • THE COMPANIES ACTCHARACTERISTICS/ ADVANTAGES OF COMPANYINCORPORATED ASSOCIATIONARTIFICIAL LEGAL PERSONSEPARATE LEGAL ENTITY-SALOMAN VS. SALOMAN & COMPANY CASEPERPETUAL SUCCESSIONCOMMON SEALLIMITED LIABILITYTRANSFERABILITY OF SHARESSEPARATE PROPERTYCAPACITY TO SUE AND LIABILITY TO BE SUED

  • THE COMPANIES ACTDISADVANTAGESEXCESSIVE FORMALITIES AND EXPENDITURESEPARATION OF OWNERSHIP AND CONTROLCORPORATE SCAMSCOMPANY IS NOT A CITIZEN AND CANNOT CLAIM FUNDAMENTAL RIGHTSSEPARATE ENTITY VIOLATED BY LIFTING CORPORATE VEIL

  • THE COMPANIES ACTCORPORATE VEIL LIFTED IN FOLLOWING CIRCUMSTANCESREDUCTION IN MINIMUM NUMBER OF MEMBERSMIS STATEMENT IN THE PROSPECTUSFAILURE TO REFUND SHARE APPLICATION MONEYFAILURE TO DELIVER SHARE CERTIFICATE WITHIN PRESCRIBED TIMEMISDESCRIPTION OF COMPANY NAMERELATIONSHIP OF HOLDING AND SUBSIDIARY COMPANYTO INVESTIGATE OWNERSHIP OF COMPANYBUSINESS OF COMPANY CARRIED FOR FRAUDULENT PURPOSESCOMPANY HAVING ENEMY CHARACTERFOR PREVENTING FRAUD AGAINST REVENUEWHEN COMPANY IS SHAMTO ASCERTAIN TECHNICAL COMPETENCETO CHECK ECONOMIC OFFENCE

  • FORMATION OF A COMPANYNAME APPROVALGETTING MEMORANDUM AND ARTICLES OF ASSOCIATION PRINTEDSUBSCRIBING MEMORANDUM AND ARTICLESDEPOSITING REQUISITE FEE WITH DOCUMENTS AND AFFIDAVIT WITH ROCMEMORANDUM & ARTICLESPROPOSED AGREEMENT TO APPOINT MDCONSENT OF DIRECTORSSTATUTORY DECLARATION THAT ALL REQUIREMENTS OF ACT FOR REGISTRATION HAVE BEEN COMPLIED WITH

  • FORMATION OF A COMPANYISSUE OF CERTIFICATE OF INCORPORATION BY REGISTRARON RECEIVING IT COMPANY BECOMES BODY CORPORATE WITH PERPETUAL SUCCESSION AND COMMON SEAL

  • COMMENCEMENT OF BUSINESSA PRIVATE LIMITED COMPANY AND PUBLIC COMPANY NOT HAVING SHARE CAPITAL CAN START BUSINESS IMMEDIATELY AFTER GETTING CERTIFICATE OF INCORPORATIONPUBLIC COMPANY WITH SHARE CAPITAL HAS TO-FILE PROSPECTUS OR STATEMENT IN LIEW OF PROSPECTUSSTATUTORY DECLARATION THAT DIRECTORS HAVE TAKEN AND PAID FOR QUALIFICATION SHARES

    AFTER THIS CERTIFICATE OF COMMENCEMENT OF BUSINESS IS ISSUED BY ROC

  • MEMORANDUM OF ASSOCIATIONLIFE GIVING DOCUMENTCONSISTS OF FUNDAMENTAL CONDITIONS UPON WHICH COMPANY IS ALLOWED TO BE INCORPORATEDSPECIFIES THE BOUNDARIES OF COMPANIES WORKING

  • MEMORANDUM OF ASSOCIATIONCLAUSESNAMEREGISTERED OFFICE-CO. MUST HAVE REGISTERED OFFICE ADDRESS EITHER FROM DATE OF COMMENCEMENT OF BUSINESS OR WITHIN 30 DAYS OF INCORPORATION WHICHEVER IS EARLIER- IT IS PLACE WHERE STATUTORY BOOKS OF CO. ARE KEPT AND GENERAL MEETINGS ARE HELDOBJECTS CLAUSE-MAIN/ OTHERSLIABILITY CLAUSECAPITAL CLAUSESIGNATORY TO THE MEMORANDUM WITH NO. OF SHARES TAKEN

  • MEMORANDUM OF ASSOCIATIONULTRA VIRES DOCTRINE-TRANSACTIONS BEYOND THE SCOPE OF MEMORANDUM ARE ULTRA VIRES AND CAN NOT BE RATIFIED EVEN BY THE WHOLE BODY OF MEMBERSCHANGE IN NAME, REGISTERED OFFICE, OBJECTS, CAPITAL-PROCESS

  • ARTICLES OF ASSOCIATIONLAYS DOWN RULES AND REGULATIONS FOR INTERNAL MANAGEMENTFACILITATE THE OBJECTS SET OUT IN MEMORANDUMDEFINES DUTIES, RIGHTS AND POWERS OF GOVERNING BODYPROVIDES MODE AND FORM IN WHICH BUSINESS OF THE COMPANY IS TO BE CARRIED ON

  • ARTICLES OF ASSOCIATIONCONTENTSSHARE CAPITAL AND RIGHTS ATTACHED TO DIFFERENT CLASSES OF SHARESALLOTMENT OF SHARESISSUE OF CERTIFICATE AND WARRANTSCALLS ON SHARESTRANSFER AND TRANSMISSION OF SHARESFORFEITURE OF SHARESALTERATION OF SHARE CAPITALGENERAL MEETINGSAPPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNELDEVIDENDS, RESERVES ETC.ACCOUNTS AND AUDITCOMMON SEAL OF THE COMPANYVOTING RIGHTS AND PROXIESWINDING UPADOPTION AND EXECUTION OF PRELIMINARY CONTRACTSBOARD MEETINGSPAYMENT OF INTEREST OUT OF CAPITAL

  • ARTICLES OF ASSOCIATIONALTERATION OF ARTICLES-BY PASSING SPECIAL RESOLUTION AND FILING WITH ROC WITHIN 30 DAYS-SUBJECT TO FOLLOWING LIMITATIONSNOT INCONSISTENT WITH MOANOT INCONSISTENT WITH COMPANIES ACTILLEGAL OR AGAINST PUBLIC POLICYMADE IN GOOD FAITH AND FOR BENEFIT OF COMPANYMUST NOT CONSTITUTE FRAUD ON MINORITY

    *FURTHER CENTRAL GOVT. APPROVAL NECESSARY IF CONVERSION OF PUBLIC LTD CO. INTO PRIVATE AND FOR ALTERATION IN TERMS AND CONDITIONS IN APPOINTMENT OR REAPPOINTMENT OF WHOLE TIME DIRECTOR OR DIRECTOR NOT LIABLE TO RETIRE BY ROTATION

  • MEMORANDUM AND ARTICLESDISTINCTIONSCOPENATUREMANDATORYALTERATION CONVENIENCERATIFICATIONREMEDY TO OUTSIDERS FOR ULTRA VIRES ACTS

    LEGAL EFFECTBIND COMPANY TO MEMBERSBIND MEMBERS TO COMPANYBIND MEMBERS INTER SEDO NOT BID THE COMPANY OR MEMBERS TO OUTSIDERS

  • KINDS OF COMPANIESMODE OF INCORPORATIONStatutory Companies-under special Act passed by central or state legislature-Life Insurance Corporation of India, Food Corporation of India, Reserve Bank of India-these are governed by respective Acts and they do not require to have Memorandum or ArticlesRegistered Companies-under the Companies Act 1956

  • KINDS OF COMPANIESACCORDING TO LIABILITY OF MEMBERSLIMITED BY SHARES AND GUARANTEEUNLIMITED COMPANIES

  • KINDS OF COMPANIESACCORDING TO NUMBER OF MEMBERSPRIVATE COMPANY AND PUBLIC COMPANYPRIVATE COMPANYMINIMUM PAID UP CAPITAL NOT LESS THAN RS. 1 LACRESTRICTION ON RIGHT TO TRANSFER SHARESMAX. 50 MEMBERS EXCLUDING PAST/ PRESENT EMPLOYEESPUBLIC INVITATION TO SUBSCRIBE SHARES OR DEBENTURES PROHIBITEDDOES NOT ACCEPT DEPOSITS FROM PERSONS OTHER THAN ITS MEMBERS, DIRECTORS OR THEIR RELATIVESMUST HAVE WORDS PVT. LTS. AS LAST PART OF ITS NAME

    PUBLIC COMPANY IS ONE WHICH IS NOT PRIVATE COMPANY

  • KINDS OF COMPANIESHOLDING AND SUBSIDIARY COMPANYA COMPANY IS DEEMED TO BE SUBSIDIARY COMPANY WHERE ANOTHER COMPANY CONTROLS MAJORITY OF COMPOSITION OF ITS BOARD OF DIRECTORSWHERE ANOTHER COMPANY HOLDS MORE THAN 50% OF ITS NOMINAL VALUE OF EQUITY SHARE CAPITALWHERE IT IS SUBSIDIARY OF ANOTHER COMPANYS SUBSIDIARY

  • KINDS OF COMPANIESGOVERNMENT COMPANYANY COMPANY IN WHICH NOT LESS THAN 51% PAID UP SHARE CAPITAL IS HELD BY CENTRAL OR STATE OR PARTLY BY CENTRAL AND PARTLY BY STATE GOVERNMENT

  • PROSPECTUSANY DOCUMENT DESCRIBED OR ISSUED AS A PROSPECTUS AND INCLUDES ANY NOTICE, CIRCULAR, ADVERTISEMENT OR OTHER DOCUMENT INVITING DEPOSIT FROM THE PUBLIC OR INVITING OFFERS FROM PUBLIC FOR SUBSCRIPTION OR PURCHASE OF ANY SHARES IN OR DEBENTURES OF A BODY CORPORATE

  • PROSPECTUSABRIDGED PROSPECTUS Sec 56(3)Summary of full prospectus containing all the salient particularsContained in form 2ASuch as name, address of registered office, terms of issue, company management, financial performance, etc.

  • PROSPECTUSSHELF PROSPECTUSBY FINANCIAL INSTITUTION OR BANKFOR ISSUE OF LOAN/ SHARES SECURITIES TO PUBLICVALID FOR 1 YEAREACH TIME SECURITIES ISSUED INFORMATION MEMORANDUM TO BE FILED WITH SEBI/ REGISTRAR

  • PROSPECTUSRULES REGARDING ISSUE OF PROSPECTUSFILED WITH SEBI 21 DAYS BEFORE FILING WITH ROC. ALSO DRAFT PROSPECTUS TO BE FILED WITH STOCK EXCHANGES WHER