Company Law. What is a company?. A Company is a voluntary association of persons formed for the purpose of doing business, having a distinct name and limited liability. They can be incorporated under the Companies Act (it may be any type of company)
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The corporate veil can be lifted either
The statutory provisions are
Provided under the Companies
The other circumstances are decided
through Judicial interpretations, which
are based on facts of each case as per
the decisions of the court
The circumstances are…..
(New Horizon’s Ltd and Another V. Union of India
> Which is not a private company
> Which has a minimum paid-up capital of Rs 5 lakh or such higher paid-up capital, as may be prescribed
> Which is a private company and is a not a subsidiary of a company, which is private company.
>It includes- any company which is a public company with a paid up capital of less than 5 lakh, then it has to enhance its paid up capital as per the statutory requirement
The liabilities are ….
a) to set aside the allotment of shares,
b) sued for damages,
c) sued for compensation
d) criminal proceedings
a) They have to sign in the presence of two witnesses, who attest the signatures,
b) The subscriber to take at least one share.
c) After the name the subscriber has to write the number of shares taken
It is compulsory to register the prospectus with the Registrar
The rescission has to be done within a reasonable time
>Preference shares- It can be further classified as
>Redeemable Shares and
>Equity or ordinary shares
>Shares at premium
>Shares at discount
Monies provided by the government and the depreciation as provided by the companies.
It can be paid after presenting the balance sheet and profit and loss account in the AGM
The Legal Status of the director
The director occupies the position of a:
In case there is requirement as per the AOA for the director is bound to buy qualification shares
If acts are done by the director prior to he or she being disqualified, the acts are considered to be valid.
As per the company law, the following
persons are disqualified from been appointed
as a director:
directors ,the central government and
NCLT may also appoint directors.
a) Ultra vires acts
b) malafide acts
c) negligent acts
d) liability for the acts of third parties
a) Statutory meetings ( which happens only once in the lifetime of the company)
b) EGM- Convened to transact some special or important decision to be taken
c) Class meetings- This is the meeting of the shareholders- which is convened by the class of shareholders based on the kind of shares they hold.
( Simple majority) and special resolution.
(Reasons as stated in the previous slide)
Compulsory winding up may happen for just and equitable reasons also.
The just and equitable grounds can be like loss of substratum , where there is dead lock in the management, etc