LAW320:COMPANY LAW

L:4 T:1 P:0 Credits:5

Course Outcomes: Through this course students should be able to

CO1 :: analyze the meaning and nature of company

CO2 :: evaluate incorporation and formation of company

CO3 :: determine the membership process of a company.

CO4 :: enumerate the financial structure of a company.

CO5 :: understand the concept of prevention of oppression and mismanagement in a company.

CO6 :: cognize the concept of winding up of a company and CSR

Unit I
Meaning and nature of company : meaning, definition of a company, nature and characteristics,
kinds of company, lifting of corporate veil., Salomon v. Salomon & Co, All ER Rep 33
Unit II
Incorporation and formation of company : process of incorporation and registration, articles of
association, doctrine of constructive notice, doctrine of indoor management, memorandum of
association, doctrine of ultra vires
Unit III
Membership in a company : modes of acquiring membership, rights and duties of members,
register of members, concept of directors, types of directors including Independent director, liabilities
of directors
Unit IV
Financial structure of companies : prospectus and statement in lieu of prospectus, difference
between shareholder and stakeholder, share capital and debenture, transmission of securities, role of
court to protect interests of creditors and shareholders
Unit V
Management and governance in companies : kinds of company meetings and procedure,
prevention of oppression and mismanagement, insider trading, account and audit, principle of non-
interference ( rule in Foss versus Harbottle)
Unit VI
Corporate social responsibility and corporate liquidation : different types of winding up of
company

Text Books:
1. COMPANY LAW by AVTAR SINGH, EASTERN BOOK COMPANY

2. COMPANY LAW by R.K BANGIA, ALLAHABAD LAW AGENCY

References:
1. TAXMANN COMPANY LAW AND PRACTICE by DR G K KAPOOR & SANJAY DHAMIJA,
TAXMANN PUBLISHER
2. COMPANY MEETINGS-LAW, PRACTICE AND PROCEDURE by KR CHANDRATRE, EASTERN
BOOK COMPANY
3. INSIGHTS INTO THE NEW COMPANY LAW by PRACHI MANEKAR, LEXIS NEXIS

Session 2022-23 Page:1/2

Session 2022-23 Page:2/2