Company Law [Companies Act, 1956]

Company Its meaning

A company is a corporate body and a legal person having status and personality distinct
and separate from that of the members constituting it.
Non-Corporate Forms of !siness "nterprises
Sole Proprietorship
Hindu Undivided Family
Partnership
C#aracteristics
Corporate Personality [Solomon Vs. Solomon and Co. td.!
imited iability
Perpetual Succession
Separate Property
"ransferability of Shares
Common Seal
Capacity to Sue and #e Sued
Contractual $ights
imitation of Action [%b&ects Clause of '%A!
Separate 'anagement
Voluntary Association of Profit
"ermination of ()istence [*inding up!
Corporate Forms of !siness "nterprises
Co+operative %rgani,ation
Company
A$%antage of Corporate Form of "nterprise
Corporate Personality
imited iability
Perpetual Succession
"ransferable Shares
Separate Property
Capacity to Sue
Fle)ibility - Autonomy
&isa$%antages of Corporate Form of "nterprise
Formalities - ()penses
Company Law [Companies Act, 1956]
Corporate .isclosures
Separation of Control from %/nership
0reater Social $esponsibility
0reater "a) #urden
.etailed *inding up Procedure
Lifting of Corporate 'ei(
*here fraudulent and dishonest use is made of the legal entity1 the individuals
concerned /ill not be allo/ed to ta2e shelter behind the corporate personality. "he Court
/ill lift the corporate veil and punish the /rong doers.
Incorporation 3 4ame Approval + Conditions
)#are#o($ers 3 %/ners
&irectors 3 'anagers [Collectively called as #oard of .irectors!
&i%ision of *owers 3 bet/een #oard of .irectors - Shareholders
+emoran$!m of Association 3 Constitution of the company
1, 4ame Clause -, Situation Clause ., %b&ects Clause
/, iability Clause 5, Capital Clause 6, Subscription Clause
Artic(es of Association 0 5nternal $ules - $egulations governing the /or2ing of the
company
&octrine of Constr!cti%e Notice
&octrine of In$oor +anagement
1ypes of )#ares 3
1, (6uity Shares -, Preference Shares ., Shares /ith .ifferential $ights
1ypes of Companies 0
Private imited Co. Public imited Co. 0uarantee Co.
4on+Profit Association 4#FC 0overnment Co.
Holding - Subsidiary Co Unlimited Co. Foreign Company
&irectors 0
2#o can 3e appointe$ as a $irector 5ndividual 7 .54
First &irectors Persons named in A%A 7 Subscribers
Company Law [Companies Act, 1956]
+inim!m no, of &irectors 8 7 9
+a4im!m no, of &irectors :9
No, of &irectors#ips :; public
companies
"4ceptions 3
Private Companies
Unlimited Companies
Section 9; Companies
Alternate .irectors
5!a(ifications 6 5!a(ification )#ares 4il 7 Articles of Association
&is7!a(ifications Section 9<=
1ypes of &irectors Additional .irector
Alternate .irector
Casual Vacancy
4ominee .irector
Appointment by Central 0ovt.
Proportional $epresentation
Appointment by Small Shareholder
'anaging .irector
*hole "ime .irector
Cessation from &irectors#ip $esignation
$emoval
$etirement
Vacation of %ffice