Company Law – B.S Raman

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                                                                                   COMPANY LAW
Unit– I : An Introduction to Company:
Meaning, Features, Lifting the corporate veil – under Judicial discretion and statutory provisions, Kinds or types of companies -Special privileges or advantages of a Private Company. When does a private Company become a Public Company?

Unit– II : Formation of a Company: 
Steps, Promoter, Legal Position of a promoter, Duties, Rights, and Liabilities of a Promoter, Effects of pre-incorporation
contracts, Memorandum of Association, Clauses of Memorandum of Association, Doctrine of Ultra Vires, Articles
of Association, Doctrine of constructuve notice, Doctrine of Indoor Management, Propspectus – provisions of the Companies Act with regard to issue of prospectus, Contents. Types, Golden Rule for framing a prospectus. Consequences of Misstatement in prospectus, Liability of a Company for Untrue Statements.

Unit–III: Share Capital and Shares : 
Types of share capital and shares, Sweat Equity shares, Provisions regarding allotment of shares, Irregular allotment,
Rights shares, Bonus shares, Meaning of Calls on shares, Forfeiture of shares, surrender of shares, lien on shares.
Underwriting of securities and listing of securities, Blank transfer and Forged transfer, Meaning of depository, Meaning
of DEMAT Account and its features. Membership: Meaning, Modes of acquiring membership, who can be members?
Termination of membership, Register of Members.

Unit– IV: Company Management : 
Company Secretary – Qualification and Duties only. Directors – Qualification and Disqualification – Appointment and Removal – Duties and Liabilities.

Unit– V: Company Meetings: 
Essentials – Tyes; Appointment of Chairman, methods of voting, Resolutions – Types; oppression and Mismanagement; Winding Up – Liquidation of company, Modes of winding up of a company.


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