Company Law

Unit 1 — Meaning of corporation

theories of corporate personality · creation and extinction of corporation

• Basic principles of company law for incorporation, prospects and Securities

Unit 2 — Forms of corporate and non-corporate organizations

corporations, partnerships, state corporations, government companies, co-operative, corporate and joint sectors

• Forms of business organization
• Factors taken into consideration for choice of organization

Unit 3 — Law relating to companies (public and private)

formation, registration and incorporation · memorandum of association · articles of association · doctrines of ultra vires, constructive notice and indoor management · prospectus · promoters · shares · shareholders · share capital · directors · meetings · dividends · audit and accounts · borrowing powers · debentures · protection of minority rights · oppression and mismanagement · investigation · private and government companies, holding and subsidiary companies · regulation and amalgamation · winding up

• Incorporation of companies & matters incidental thereto Formation and Incorporation of Companies Commencement of Business Memorandum of association Articles of association
• Prospectus & allotment of securities
• Share capital & debentures Kinds of share capital
• Registration of charges
• Meetings Kinds of Meetings Types of Resolutions; Notice, Quorum, Poll, Chairman, Proxy; Meeting and Agenda; Voting and its types-vote on show of hands, Poll, E-Voting, Postal ballot; Circulation of Members' Resolutions etc.; Signing and Inspection of Minutes
• Dividend Declaration of dividend Unpaid Dividend Account
• Accounts, Audit &Auditors Books of Accounts; Financial Statements; National Financial Reporting Authority; Auditors-Appointment, Resignation and Procedure relating to Removal, Qualification and Disqualification; Rights, Duties and Liabilities; Audit and Auditor's Report; Internal Audit; Cost Audit
• Directors DIN, Types of Directors; Appointment/ Reappointment, Disqualifications, Vacation of Office, Retirement, Resignation and Removal, Duties of Directors; Rights of Directors; Register of directors and key managerial personnel and their shareholding Loans to Directors; Disclosure of Interest; Declaration by the Directors; Loan and investment by company
• Board constitution and its powers Board composition; Restriction and Powers of Board; Board Committees — Audit Committee, Nomination and Remuneration Committee, Stakeholder relationship Committee and other Committees
• Appointment and remuneration of managerial personnel
• Prevention of oppression and mismanagement
• Winding Up

Unit 4 — Law and multinational companies

controls · joint ventures · investment in India · repatriation of project

Unit 5 — Corporate liability

relief act, writs, liability under special statutes