Objective: The objective of this paper is to help the students understand various provisions of
Companies Act 2013.
UNIT - I
Introduction: Characteristics of a Company, Concept of Lifting of Corporate Veil, Emerging
Types of Companies.
Formation of Company –Promotion & Registration, Pre-incorporation Contract and Provisional
Contracts.
Memorandum of Association, Articles of Association, Doctrine of Constructive Notice, Doctrine
of Ultra-Vires, Doctrine of Indoor Management,
Prospectus and Statement in Lieu of Prospectus, Red-Herring Prospectus.
Share Capital – Kinds of Shares, Book Building Process, Information Memorandum,
Dematerialization of Shares, ASBA System, Transfer & Transmission of Shares.
UNIT- II
Members and Shareholders – Their Rights and Duties.
Management – Directors, Classification of Directors, Disqualification, Appointment, Legal
Position, Powers and Duties, Removal of Directors, Board Meetings, Other Managerial
Personnel and Remuneration.
Winding Up-Concept and Modes.
Practical Work: Teacher should use Internet and Communication Technology to give students
demo regarding procedure of Online Filing of Documents for Registration of Company,
obtaining Director Identity Number (DIN), Corporate Identity Number (CIN), etc. Students
should be apprised of National Company Law Tribunal (NCLT), Insider Trading, Rating
Agencies, etc. Practical Training about Notice of Meeting, Agenda, Quorum, Proxy, Reports,
Minutes of Meeting, Resolutions, etc. The teacher should use simulation method and will hold at
least One Statutory Meeting, One Annual General Meeting, One Extra-ordinary Meeting and
One Board Meeting.
