Company law key concepts
Company Law key Concepts
Content:1. Meaning2. Types of Companies3. Foramation of a Company4. Memorandum of Association (MOA)5. Articles of Association (AOA)6. Prospectus7. Issue of Shares
8. Share Capital9. Shareholders10. Company Meetings11. Proceedings12. Powers and Liabilities of Directors13. Managerial Remuneration14. Winding up of Company
The Company Act 1956
• Protection of companies and investors.
• Facilitating the growth and development of the company.
• Safeguarding t…
Types of Companies under the Companies Act 2013
Types of Companies under the Companies Act 2013
Kinds of Companies:
A. Classification on the basis of liability
1. Companies with limited liability
(a) Companies limited by guarantee [Sec.2(21)]- where the liability of the members of a company is limited to a fixed amount which the members undertake to contribute to the assets of the company in the event of its being wound up, the company is called a company limited b guarantee.
(b) Companies limited by shares [Sec.2(22)]- wher…
Annual General Meeting of a Company - Legal Provisions
Annual General Meeting of a Company - Legal Provisions
Provisions of the Company’s Act relating to Annual General Meeting: (Sec. 96 of the Companies Act, 2013) As the term denotes, annual general meeting is the meeting under section 96 which has to be held annually. It is the meeting of the members through which they get the opportunity to express their views on the management of the company. Through this meeting, the shareholders can exercise control over the affairs of the …
Provisions of the Companies Act' 2013 relating to Board Meeting
Provisions of the Companies Act' 2013 relating to Board Meeting
Board Meeting: The directors are to act collectively in the form of a board, and the decisions are taken at the meetings of the Board of directors. These meetings may again be of two types:a) Meetings of the Board of directors; and (Sec. 173 of the Companies Act, 2013)b) Meetings of the committee of directors.
A. Meeting of the Board of Directors: As the affairs of a company are managed by the board of direct…
Provisions of The Indian Companies Act Relating to Statutory Meeting
Provisions of The Indian Companies Act Relating to Statutory Meeting
Statutory Meeting: A public company limited by shares or a guarantee company having share capital is required to hold a statutory meeting. Such a statutory meeting is held only once in the lifetime of the company. Such a meeting must be held within a period of not less than one month or within a period not more than six months from the date on which it is entitled to commence business i.e. it obtains certifi…
Provisions of the Companies Act' 2013 relating to Extraordinary General Meeting (EGM)
Provisions of the Companies Act' 2013 relating to Extraordinary General Meeting (EGM)
Every general meeting (i.e. meeting of members of the company) other than the statutory meeting and the annual general meeting or any adjournment thereof, is an extraordinary general meeting. Such meeting is usually called by the Board of Directors for some urgent business which cannot wait to be decided till the next AGM. Every business transacted at such a meeting is special business. …
Essentials of a Valid Meeting
Essentials of a Valid Meeting
Requisites of a Valid Meeting If the business transacted at a meeting is to be valid and legally binding, the meeting itself must be validly held. A meeting will be considered to be validly held, if:a) It is properly convened by proper authority.b) Proper notice must be served. (Sec. 101 and Sec. 102 of the Companies Act, 2013)c) Proper quorum must be present in the meeting. (Sec. 103 of the Companies Act, 2013)d) Proper chairman must preside the…
Winding up of a Company - Meaning, Modes and Effect
Winding up of a Company - Meaning, Modes and Effect
Meaning: Winding up of a company is defined as a process by which the life of a company is brought to an end and its property administered for the benefit of its members and creditors. In words of Professor Gower, “Winding up of a company is the process whereby its life is ended and its Property is administered for the benefit of its members & creditors. An Administrator, called a liquidator is appointed and he takes con…
Official Liquidator- Meaning, Appointment of Official Liquidator, Powers and Duties
Official Liquidator - Meaning, Appointment of Official Liquidator, Powers and Duties
Appointment of Official Liquidator (Sec. 359) For the purposes of this Act, so far as it relates to the winding up of companies by the Tribunal, the Central Government may appoint as many Official Liquidators, Joint, Deputy or Assistant Official Liquidators as it may consider necessary to discharge the functions of the Official Liquidator. The liquidators so appointed under this section shall…
Appointment and Removal of Director
Appointment and Removal of Directors
Meaning of Directors and Board of Directors and their appointments On incorporation, a company becomes a legal artificial person but it cannot act by itself and consequently it has to depend upon some human agency to act in its name. The members have no inherent right to participate in the management of the company. A large sized company may have its members running into lakhs, who are dispersed all over the country and they even lack the …
Types of Director , Qualification and Disqualification of Directors
Types of Directors, Qualifications and Disqualifications of Directors
Types of DirectorsFollowing are the categories of directors who constitute ‘Board’ of a Company:
1. Ordinary directors: Ordinary directors are also referred to as simple director who attend board meeting of a company and participate in the matters put before the board. These directors are neither whole time directors nor managing directors.
2. Managing Director: According to Sec.2 (54) of the Indian Companies…
Powers and Duties of Director of a Company
Powers and Duties of Directors of a Company
Powers of directors On incorporation, a company becomes a legal artificial person but it cannot act by itself and consequently it has to depend upon some human agency to act in its name. The members have no inherent right to participate in the management of the company. A large sized company may have its members running into lakhs, who are dispersed all over the country and they even lack the expertise to manage the affairs of the c…
Position of Director of a Company
Position of Directors of a Company
Position of DirectorsIt is very difficult to define precisely the position of directors in a company. The Companies Act, 2013, is also silent on this issue. Directors have been described sometimes as trustees, sometimes as agents or sometimes as managing partners. They have some attributes of all of them, but they are neither trustees nor managing partner in full sense of the term. The legal position can be discussed as under:
1. Directors as…
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