BUSINESS LAW

DIGITALIZATION OF BANKING SYSTEMS

 BANKING SYSTEMS
Electronic
• Cyber banking
Banking
• Internet banking
• Virtual bank
• Electronic banking Digital
ATM
Banking

Internet Mobile
Banking Banking
SERVICES AND E-SERVICES OFFERED
 BANKING OMBUDSMAN

• The Banking Ombudsman is a quasi-judicial authority formed with the aim to address and
resolve complaints of the Bank’s customers. The Section 35A of the Banking Regulation Act of
1949 deals with the Banking Ombudsman Scheme
CONSUMER PROTECTION ACT
UNIT II
 COMPANY ACT 2013

Definition

A company may be an incorporated company or a Corporation, or an unincorporated company. An

incorporated company is a single and legal (artificial) person distinct from the individuals constituting it,

whereas an unincorporated company, such as a partnership, is a mere collection or aggregation of

individuals. Therefore, unlike a partnership, a company is a corporate body and a legal person having

status and personality distinct and separate from that of the members constituting it.
 FEATURES

• Limited Liability - Where the subscribers exercise the choice of registering the company with
limited liability, the members’ liability becomes limited or restricted to the nominal value of the
shares taken by them or the amount guaranteed by them.
• Perpetual succession - An incorporated company never dies. It is an entity with perpetual
succession. Perpetual succession, means that the membership of a company may keep changing
from time to time, but that does not affect the company’s continuity.
• Separate property - A company, being a legal person, is capable of owning, enjoying and
disposing of property in its own name.
• Transferable Shares - When joint stock companies were established the great object was that
their shares should be capable of being easily transferred.
• Common seal Since the company has no physical existence, it must act through its agents and all
such contracts entered into by its agents must be under the seal of the company.
 MEMORANDUM OF ASSOCIATION

• A Memorandum of Association (MoA) represents the charter of the company. It

is a legal document prepared during the formation and registration process of a
company to define its relationship with shareholders and it specifies the
objectives for which the company has been formed.
 CONTENT OF THE MEMORANDUM

• (1) the name of the company with the last word ‘Limited’ in the case of a public
limited company, or the last words ‘Private Limited’ in the case of a private limited
company.

• (2) the State in which the registered office of the company is to be situated.

• (3) the objects for which the company is proposed to be incorporated and any matter
considered necessary in furtherance thereof
 CONTENT OF THE MEMORANDUM

• (4) the liability of members of the company, whether limited or unlimited

• (5) in the case of a company having a share capital: a) the amount of share capital
with which the company is to be registered and the division thereof into shares of a
fixed amount and the number of shares which the subscribers to the memorandum
agree to subscribe which shall not be less than one share, and b) the number of shares
each subscriber to the memorandum intends to take, indicated opposite his name.
 DIRECTOR

• The Companies Act, 2013 does not contain an exhaustive definition of the term “director”.
Section 2 (34) of the Act prescribed that “director” means a director appointed to the Board of a
company. A director is a person appointed to perform the duties and functions of director of a
company in accordance with the provisions of the Companies Act, 2013.
 DEFINITION OF AN INDEPENDENT
DIRECTOR
Section 149 (6) An independent director means a director other than a managing director or a
whole-time director or a nominee director who does not have any material or pecuniary
relationship with the company/ directors.
 APPOINTMENT OF DIRECTORS

• First Director
• Roles and Responsibilities
• Powers
 BOARD MEETINGS
• The board of directors act as agents through which the company takes actions as well as makes
decisions.
• For the effective functioning and management, it is imperative that board meetings be held at frequent
intervals. For this, Section 173 of Companies Act, 2013 provides

Public Limited Company 1st Meeting – within first 4 meetings in a year Gap – Not more than 120
30 days days

Small Companies 1st Meeting – within first 2 meetings in a year Gap – Atleast 90 days
30 days

• Notice of Board Meeting

 QUORUM FOR THE BOARD MEETING

• According to Section 174 of Companies Act, 2013, the minimum number of members of the
board required for a meeting is 1/3rd of a total number of directors.
• At any rate, a minimum of two directors must be present. However, in the case of One Person
Company, the rules of Section 174, do not apply.
• The maximum number of companies that an individual can become a director of, is 20
companies.
REQUIREMENTS FOR CONDUCTING A VALID
BOARD MEETING
• Right Convening Authority
• Adequate Quorum
• Proper Notice
• Proper Presiding Officer
• Proper Agenda
 THE PILLARS OF CORPORATE GOVERNANCE

• People: The Human Side of Governance

• Processes: The Building Blocks
• Performance: Metrics that Matter
• Purpose: Aligning for Impact
 BENEFITS OF CORPORATE GOVERNANCE

• Good corporate governance creates transparent rules and controls, guides leadership, and aligns
the interests of shareholders, directors, management, and employees.
• Corporate governance can give investors and stakeholders a clear idea of a company's direction
and business integrity.
• It promotes long-term financial viability, opportunity, and returns.
• It can facilitate the raising of capital.
• Good corporate governance can translate to rising share prices.
• It can reduce the potential for financial loss, waste, risks, and corruption.
• It is a game plan for resilience and long-term success.
UNIT 3
 Patent Trademark Copyright Geographical Indication

• Patent is granted for • A Trademark is typically • Copyrights is a bundle of • GI is a sign used on

Invention which is a new a name, word, phrase, rights given by the law products that have a
product or process logo, symbol, image or to the creators of literary, specific geographical
combination of these. dramatic, musical and origin.
• Law: Patent Act, 1970 artistic work and the
(2006) • Law: Trademark Act, producers of • Law: Geographical
1999 cinematograph films and Indications of Goods
• Ministry: DPIIT, sound recordings (Registration and
Ministry of Commerce • Ministry: DPIIT, protection Act), 1999
and Industry Ministry of Commerce • Law: Copyright Act,
and Industry 1957 (2012) • Ministry: DPIIT,
• Period: 20 years Ministry of Commerce
• Period: 10 years • Ministry: Copyright and Industry
office, MHRD
• Period: 10 years
• Period: 60 years
 CASES

PATENT TRADEMARK
1. Vringo Infrastructure Inc. & Anr. v. 1. ITC vs Cadbury – “Eclairs”
Indiamart Indermesh Ltd. & Ors. 2. Parle vs Future Inc
2. BAJAJ Auto Limited Vs. TVS 3. louis Vuitton Vs louis Vuitton Dark
Motor Company Limited JT 2009
(12) SC 103
3. Pfizer vs Moderna patent case
 PATENT

• Patent means a patent for any invention granted under the Patents Act, 1970
• Section 2j – Invention means a new product or process involving an inventive steps and capable
of industrial application.
• Section 2(ja) – Inventive step means a feature of an invention that involves technical advance as
compared to the existing knowledge or having economic significance or both and that makes the
invention not obvious to a person skilled in the art.

• Persons entitled to Apply

 INVENTIONS NOT PATENTABLE

• Frivolous invention or something contrary to natural laws.

• Causative of serious prejudice to human, animal or plant life.
• Discovery of scientific principle or formulation of an abstract theory or discovery of living
things or non-living substances occurring in nature.
• Inventions relating to atomic energy
• A method of agriculture or horticulture
• A presentation of information.
• Topography of Integrated circuit
• Mere arrangement or rearrangement or duplication of known devices functioning independently.
 FACTS

• The burden of proof to prove that the Defendant has infringed upon the
Plaintiff’s patent
• If a patent is registered in India by a foreigner but not used, then others cannot be
restrained from using/ registering that patent as it would seriously affect the
economy.
• Injunction against Infringement
 TRADEMARK

• A Trademark means a mark capable of being represented graphically.

It should be capable of distinguishing the goods and services of one
person from those of others
GEOGRAPHICAL
INDICATION
 COPYRIGHT

• A copyright protects a creator's

original work from being used or
duplicated without their permission.

• Illegal Downloading and Streaming

• Plagiarism
• Fan Fiction
• Software Piracy
THE COMPETITION ACT, 2002
Competition & benefit
 BENEFITS OF COMPETITION

• Decreases in Price
• Improves Quality
• Creates Choices
• Encourages Innovation
• Economic Growth
 ANTICOMPETITION AGREEMENT

• Anti-competitive agreements are agreements among competitors to prevent, restrict or distort

competition. Section 34 of the Competition Act prohibits agreements, decisions and practices
that are anti-competitive.

Anticompetitive
Agreement

Vertical Horizontal
 ANTI-COMPETITIVE AGREEMENT

Horizontal Vertical
• Price Fixing • Tie-in agreement
• Bid Rigging • Exclusive Supply agreement
• Market Sharing • Exclusive Distribution agreement
• Production Control • Refusal to deal
• Resale Price Maintenance
 ABUSE OF DOMINANT POSITION

A dominant position achieved or maintained through conduct arising from

efficiencies, such as through successful innovation or economies of scale, will not
be regarded as an abuse of dominance.

• Exploitative abuse enables the firm to increase its profits by exploiting its market
power; a step along the road, if you like, towards having monopoly power.
• Exclusionary abuse is aimed at excluding or removing competitors from the
market.