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Company Act
Company Act
INDEX
History Meaning & Definition Characteristic Features Kinds of Companies Formation and Incorporation of a Company Memorandum of Association Articles of Association
CHARACTERISTIC FEATURES
Separate Legal Entity Limited Liability Artificial person
Perpetual Existance Ownership of property Common Seal
KINDS OF COMPANIES
No Maximum limit
Minimum paid up capital Rs. 1 Lakh Minimum paid up capital is Rs. 5 lakh Raises deposits privately only from members, directors and their relatives Shares are not transferable except for the provisions in the articles May raise deposits from public as well Shares are freely transferable and may be even quoted on a Stock Exchange
PROMOTION
Who is a Promoter?
Remuneration of promoters
Pre-incorporation contracts
REGISTRATION/INCORPORATION
Private Company : Minimum No. of Members required 2.
Public Company : Minimum No. of Members required 7 Important Steps
Type of Company Application for Availability of Name Preparation of Memorandum & Articles of Association Preparation of Other Documents Filing of Documents for Registration
REGISTRATION/INCORPORATION
Certification of incorporation Effect of certificate of incorporation Conclusiveness of certificate of incorporation Provisional Contracts
MEMORANDUM OF ASSOCIATION
Every company has to have a Memorandum of Association. It contains, besides other significant information, the objects for which the company is formed.
CONTENTS OF MEMORANDUM
1. 2. 3. 4. 5. 6. Name Clause Registered Office Clause Objects Clause Liability Clause Capital Clause The association or subscription clause
ALTERATION OF MEMORANDUM
1. 2. 3. 4. 5. Change of name Change of registered office Alteration of objects clause Alteration of liability clause Alteration of capital clause
ARTICLES OF ASSOCIATION
The articles of association of a company are its bye-laws or rules and regulations that govern the management of its internal affairs and the conduct of its business. Contents Model form of articles
No Article Company
A public limited company having share capital may be registered without Articles.
ALTERATION OF ARTICLES
Articles may be altered by a company by passing special resolution at a general body meeting of shareholders.
Rule of indoor management is an exception to the doctrine of constructive notice. Exceptions of indoor management
PROSPECTUS
It is an invitation issued to public to purchase shares/debentures. Date of Publication and Date of Issue. Matters to be stated in prospectus.
Membership Investments, Loans, Borrowings & Debentures Divisible Profits and Dividend Company Meetings
PRESENTED BY
Radha R (11BSP0756) Emily Boral (11BSP0311) Mangesh Joshi (11BSP Abishek K (11BSP0421) Nikhil Patil (11BSP0619) Nikhil Yadav (11BSP0621) Nupur Juneja (11BSP0651)
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