TM . No.

4822384

LAW SERIES
LL.B.-I
Paper-VI
B.A.& B.B.A.LL.B.
(Second Semester)
SPECIAL CONTRACTS
[Sale of Goods Act, 1930,
Indian Partnership Act, 1932,
Limited Liability Partnership Act, 2008]
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Type Setting : DTP Parth / Pooja Jain/ Aug. - 2021

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LL.B ( First Year )

B.A. & B.B.A. LL.B. (Second Semester)
SPECIAL CONTRACTS
[Sale of Goods Act, 1930, Indian Partnership
Act, 1932, Limited Liability Partnership Act, 2008]
Scheme of Examination
Max. Marks : 100 Pass Marks : 36
(1) There shall be ten questions in the examination paper, two questions
from each unit. The candidate is required to attempt five questions,
one question from each unit is compulsory. All questions carry
equal marks.
(2) The syllabus includes latest amendments in the subject wherever
applicable.

OBJECTIVES OF THE COURSE:

Essentially all the commercial transactions are regulated by the law of contract.
The expansion of commercial activities at a global market environment makes
the understanding of the law of contract even more critical. This course follows
the pattern about the general principles that apply to all contracts. They deal
with general principles that apply to each specific contractual relationship.
The study of this course will enable a good understanding of the purposes
with which each of these transactions is made, the features of each of these
transactions, and the rights and liabilities of the parties to them.
UNIT - I
Contracts of Indemnity and Guarantee:
Meaning, Distinction between Indemnity and Guarantee and Kind of
Guarantee; Rights of Indemnity Holder; Rights of the Surety, Extent of the
Liability of the Surety; Discharge of liability of the Surety;
Contracts of Bailment and Pledge:
Meaning and Kinds of Contracts of Bailment – Bailment without Consideration;
Rights and Duties of Bailee and Bailer; Termination of Contract of Bailment;
Contract of Pledge- Meaning and Definition, Pledge by Unauthorized Persons;
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UNIT - II
Contract of Agency:
Definition, Kinds and Modes of Creation of Agency; Relation between-i) The
Principal and Agent ii) The Principal and Third Party, and iii)The Agent and
the Third Party Determination of Agent‘s authority – i) By Act of Parties; and
ii) By Operation of Law – Irrevocable Authority;
UNIT - III
Contract of Sale of Goods:
Sale: Meaning, Definition and Distinguish between Agreement to Sell, Hire-
Purchase Agreement; Goods: Existing, Future and Contingent; Conditions
and Warranties; Passing of Property from Seller to Buyer; Sale by Unauthorized
Person; Law relating to Performance of Sale; Rights of Unpaid Seller;
UNIT - IV
Contract of Partnership:
Meaning, Definition, Creation and the Characteristics of Contract of
Partnership; Kinds of Partner and Partnership; Distinction between: i) Co-
ownership and Partnership ii) Joint Hindu Family Firm and Partnership; iii)
Company and Partnership iv) Limited Liability Partnership and Partnership;
Position of Minor; Relations inter-se of partners and relation of Partners with
third parties; Registration of Partnership firm; Effect of Non-Registration of
Partnership Firm; Dissolution of Firm;
UNIT – V
Limited Liability Partnership Act, 2008: Need, Importance, Objectives;
Definition, Concept, Key Features of the Act and Judicial Responses.
CASE STUDIES
(1) Amritlal Goverdhan Lallan v. State Bank of Travancore, AIR (1960)
SC 1432
(2) Hindustan Construction Company Limited v.Union of India 2019 SC
(3) National Bank of India Ltd. v. Sohan Lal AIR 1965 SCR (3) 293
(4) Patnaik & Co. v. State of Orissa AIR (1965) SC 1655
(5) Serious Fraud Investigation Office v. Rahul Modi, 2019 SC 423
(6) State of Gujarat v. Mamon Mohd. AIR (1967) SC 1885

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Contents
I. Short Answers Questions 1 - 24
II. Long Answers Questions 25 - 159

Q.1 Define and explain “Contract of Indemnity”. What are the

rights of an indemnity holder against his promisor on being
sued while acting within the scope of his authority?
Or
What do you understand by “Contract of Indemnity”?
Whether Insurance is a contract of indemnity?
Or
Explain the essential elements of Contract of Indemnity
and Rights of indemnity holder. 24
Q.2 What is the contract of guarantee? Discuss briefly main
features of contract of guarantee. Distinguish between
contract of guarantee and indemnity.
Or
Define a contract of Guarantee. What are the essential
elements of a contract of Guarantee? 31
Q.3 When is a surety discharged of his liability? Discuss the
rights of Surety. 37
Q.4 Explain ‘Bailment’. Discuss main characteristics of
Bailment. What are different kinds of bailment? 45
Q.5 State the duties and liabilities of the bailor and bailee
towards each-other. Discuss the rights of Bailee. 48
Q.6 What is pledge? How does it differ from Bailment? Under
what circumstances and to what extent can a person other
than true owner, make a valid pledge to Goods? 54
Q.7 Explain the Rights and Duties of Pawner and Pawnee. 60
Q.8 What do you understand by “Contract of Agency”? What
are its essential elements? Is consideration for the creation
of contract of Agency? 64
Q.9 Explain the rights and duties of an agent. Can an agent
delegate his authority? Discuss. 68
Q.10 “An Agent cannot personally enforce contracts entered
into by him on behalf of the principal nor he is personally
bound by them” Critically examine the statement and state
the exception, if any. 76
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Q.11 What are specific goods? State the rules relating to passing
of property in case of specific and unascertained goods? 80
Q.12 What do you understand by Condition & Warranty?
Distinguish between Condition and Warranty. Under what
circumstances breach of condition is treated as breach of
warranty. 86
Q.13 Explain the Principle of Caveat Emptor and point out the
exceptions thereto as mentioned in the Sale of Goods Act,
1930.
Or
Whether the doctrine of caveat emptor is recognized under
Indian Law? If yes, then to what extent? Explain by citing
relevant case law.
Or
Explain the doctrine of caveat emptor (buyer beware)? What
are their exceptions? 90
Q.14 “Risk prima facie passes with property”. Explain.
Or
“Risk follows the ownership.” Explain. 95
Q.15 “No seller can give to the buyer a better title of goods
than he himself has.” Explain.
Or
“Nemo dat quod non habet: no one gives what they do
not have.” Explain this statement and point out its
exception. 98
Q.16 Discuss the rights of unpaid seller against the goods in
the light of decided cases.
Or
What are the rights of unpaid seller?
Or
Who is an unpaid seller? Discuss the rights of unpaid
seller. 104
Q.17 Discuss the rights of seller and buyer on breach of contract
of sale of goods. 110
Q.18 What do you understand by partnership? Discuss its
essential elements.
Or
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“The relationship of partnership arises from contract not
from status” Discuss. State the essential elements of
partnership. 115
Q.19 Discuss the mutual rights and liabilities of partners. 120
Q.20 Can a minor be admitted to the benefits of partnership? If
yes, what are his rights and disabilities? 124
Q.21 What is property of the firm? Is ‘goodwill’ property? How
it can be applicated? 129
Q.22 Who is outgoing partner? Explain the rights and liabilities
of an outgoing partner. 132
Q.23 What do you understand by dissolution of firm? State
how and under what conditions or circumstances firm may
dissolve.
Or
Explain and illustrate the grounds on which the court may
order the dissolution of partnership firm.
Or
State various modes in which a partnership may be
dissolved.
Or
Discuss the provisions of Partnership Act relating to the
dissolution of a partnership firm. 137
Q.24 State the procedure prescribed for registration of firms
under Indian Partnership Act. What are the effects of non
registration of firms? 143
Q.25 Explain the Meaning of Limited Liability Partnership. Also
State its Characteristics? 148
Q.26 Differentiate between: 152
1. Co-ownership and Partnership
2. Joint Hindu Family Firm and Partnership;
3. Company and Partnership
4. Limited Liability Partnership and Partnership;
Q.27 Explain the Doctrine of Holding out? Explain its essentials.
What is the effect of this doctrine on the following
persons 152
(i) in case of deceased partner,
(ii) insolvent partner; and
(iii) dormant partner?
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 CASE STUDIES 160-168
• Hindustan Construction Company Limited v.Union of
India 2019 SC 160
• National Bank of India Ltd. v. Sohan Lal AIR 1965
SCR (3) 293 163
• Amritlal Goverdhan Lallan v. State Bank of Travancore,
AIR (1960) SC 1432 165
• State of Gujarat v. Mamon Mohd. AIR (1967) SC 1885 166
• Patnaik & Co. v. State of Orissa AIR (1965) SC 1655 167

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