ADVANCE COMPANY LAW AND PRACTICE-I

Paper Code: 
BCS 411
Credits: 
03
Contact Hours: 
45.00
Max. Marks: 
100.00
Objective: 

To acquire expert knowledge of the practical and procedural aspects of the Companies Act.

9.00
Unit I: 
Company Formation and Conversion

• Choice of Form of Business Entity; Conversion/ Re-conversion of     One Form of Business Entity into Another

• Incorporation of Private Companies, Public Companies, Companies Limited by Guarantee and Unlimited Companies and their Conversions/ Reconversion/Re-registration

• Formation of Nidhi Companies, Producer Companies and Mutual Benefit Funds

• Commencement of Business and New Business; Pre Incorporation

Agreements and Contracts

• Formation of Non Profit Companies

• Procedure Relating to Foreign Companies Carrying on Business in India

9.00
Unit II: 
Procedure for Alteration of Memorandum and Articles

• Alteration of Various Clauses of Memorandum: Name Clause, Situation of Registered Office Clause, Objects Clause, Capital Clause and Liability Clause

• Effects of Alteration of Articles

9.00
Unit III: 
Procedure for Issue of Securities

Part A: Shares

• Public Issue, Rights Issue and Bonus Shares, Issue of Shares at

Par/Premium/Discount; Issue of Shares on Preferential /Private Placement Basis

• Allotment, Calls on Shares and Issue of Certificates

• Issue of Sweat Equity Shares, Employees Stock Option Scheme (ESOPs), Employees Stock Purchase Scheme (ESPS), Shares with Differential Voting Rights

• Issue and Redemption of Preference Shares

• Alteration of Share Capital - Forfeiture of Shares and Reissue of Forfeited Shares; Increase, Consolidation, Conversion and Re-conversion into Stock, Subdivision and Cancellation and Surrender of Shares

• Buy Back of Shares

• Reduction of Share Capital

9.00
Unit IV: 
Part B: Debt Instruments

• Issue of Debentures and Bonds, Creation of Security and Debenture Redemption Reserve, Drafting of Debenture Trust Deed, Redemption of Debentures, Conversion of Debentures into Shares

• Deposits

 

9.00
Unit V: 
Procedure relating to Membership, Transfer and Transmission

 Induction of Members, Nomination of Shares, Variation of Shareholders’ Rights, Cessation of Membership including Dispute Resolution

• Transfer/Transmission/Transposition

• Admission of Securities in Electronic Mode

• Dematerialization/ Rematerialisation of Securities

• Compliances relating to Insider Trading and Takeovers

Directors and Managerial Personnel

• Obtaining DIN

Directors and Managerial Personnel- Appointment, Reappointment, Resignation, Removal and Varying Terms of Appointment/Re-appointment

• Payment of Remuneration to Directors and Managerial Personnel and Disclosures thereof; Compensation for Loss of Office

• Waiver of Recovery of Remuneration

• Making Loans to Directors, Disclosure of Interest by a Director, Holding of Office or Place of Profit by a Director/Relative

Company Secretary - Appointment, Resignation and Removal

Company Secretary in Practice - Appointment, Resignation and Removal

References: 

1. Study Material Published by ICSI

2. Scanner-Arun Kumar (Suchitra Prakashan (P) Ltd

3. Guide to Company Law: M.C Bhandari( Wadhwa & Company Agra & Nagpur)

4. Company Law Procedure: K.V Shanbhogue( Bharat Law House)

5. Company Procedure and Registrar of Companies: M.L Sharma(Tax Publishers Delhi)

6. Company Notices, Meetings and Resolutions-A.M Chakroborti,  B.P  Bhargava     (Taxmann New Delhi)

7. Guide to Companies Act: A  Ramiya( Wadhwa & Company Nagpur)

8. Company Law Procedures: S Kannan, V.S Sowrirajan (Taxmann New Delhi)

9. E Filing of Forms and Returns-D.K jain

10. E Company Forms; Taxmann

11. Insider Trading-ICSI Publication)

 

Academic Year: