Company Law

Rashtrasant Tukadoji Maharaj Nagpur University, RTMNU, BCOM Solved Series

Syllabus

1T3: COMPANY LAW

 UNIT - I

i)        Background of New Company Act 2013.

ii)      Corporate Personality – Company, Meaning of Company, Characteristics of a Company, Lifting of Corporate Veil

iii)    Kinds of Company- Private Company, Public Company, Company limited by Share, Company Limited by Guarantee, Unlimited Company, Association not for Profit, Government Company, Foreign Company, Holding and Subsidiary and Associate Company with Features of all Kinds of Company.

iv)    Promotion and Incorporation of Company- Stages in Formation and Incorporation of Company, Registration and Commencement of Business, Certificate of Incorporation

UNIT – II

i)        Memorandum of Association- Meaning, Definition, Importance and Content of Memorandum of Association.

ii)      Articles of Association – Meaning, Definition, Importance and content of Articles of Association.

iii)    Private Placement and Prospectus: Meaning and Definition of Private Placement and Prospectus, Public Offer, types of Prospectus- Deemed Prospectus, Shelf Prospectus, Red Herring Prospectus, Abridge Prospectus.

iv)    Misrepresentation in Prospectus, Consequences of Misrepresentation and Remedies for Misrepresentation in Prospectus.

UNIT- III

i)        Share and Share Capital- Meaning and Nature of Capital and Share Capital, kinds of Share- Equity, Preference, Sweat Equity, Bonus, Employee Stock Option Scheme, and Right Issue.

ii)      Debt Capital (Borrowing and Debenture)- Meaning and Nature of Debt and Debt Capital, Types of Different Types of Borrowing.

iii)    Difference between- Share and Debenture, Owned Capital and Debt Capital.

iv)    Depositories and Dematerialization of Securities- Meaning and Nature of Depositories, Procedure of Dematerialization of Securities.

UNIT – IV

i)        Membership in a Company – Meaning of Shareholder and Member, Distinction between Shareholder and Member, Kinds of Member.

ii)      Procedure to Become Member and Shareholder of a Company, Concept of Transfer and Transmission of Securities (Share and Debenture).

iii)    Directors – Meaning, Appointment, Power and Duties, Managing Director and Whole Time Director – Appointment and Qualification.

iv)    Concept of Small Shareholders Director, Women Director, Resident Director and Independent Director, Auditor – Meaning, Appointment and Removal.