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Paper 304 · Semester 3 · Commercial & Corporate

Company Law

Incorporation, corporate personality, capital, management, governance, and winding up.

Study Notes: 28 Chapters

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Syllabus Overview (5 Units · 28 Chapters)

Unit 1: Nature & Incorporation

Nature and Definition of Company · Types of Companies · Characteristics and Different Kinds of Companies · Registration and Incorporation · Lifting the Corporate Veil · Company Distinguished from Partnership, HUF and LLP

Unit 2: Formation & Capital

Promoters · Memorandum of Association and Doctrine of Ultra Vires · Articles of Association and Doctrine of Indoor Management · Prospectus and Liability for Misstatement · Pre-incorporation Contracts and Membership · Borrowing Powers, Debentures and Charges · Insider Trading

Unit 3: Shares & Securities

Shares and Stock: Kinds and Allotment · Transfer and Transmission of Shares · Allotment of Shares · Share Certificates and Rectification of Register · Share Certificates

Unit 4: Management & Governance

Directors: Appointment, Kinds and Qualifications · Powers, Rights and Duties of Directors · Meetings and Proceedings · CSR and Shareholder Activism

Unit 5: Accountability & Dissolution

Accounts, Audit, Inspection and Investigation · Majority Rule and Minority Protection · Prevention of Oppression and Mismanagement · Compromises, Reconstruction and Amalgamation · Winding Up and IBC 2016 · Authorities under the Act and Corporate Governance