Company law

3 marks

1. State the process of forming a private limited company under the Companies Act, 2013

2 Discuss the term Articles of Association as per the Companies Act, 2013.

3 Enumerate the regulatory authority mentioning its responsibility for overseeing and regulating
companies in India.

4 Describe the function of members allowed in a private limited company under the Companies Act,
2013.

5 Describe the role of directors required to form a public limited company in India.

6 State the primary regulatory form and its procedure that governs the registration and functioning
of companies in India.

7 Tell the meaning of Memorandum of Association in the context of company incorporation.

8 Describe the key responsibilities of the Board of Directors in a company as per the Companies Act,
2013.

9 Describe the significance of the Registered Office of a company and its importance under the
Companies Act, 2013.

10 State the purpose of conducting an \"Annual General Meeting (AGM)\" for a company under the
Companies Act, 2013.

11 Tell the procedure to be followed for the alteration of the \"Memorandum of Association\" of a
company.

12 Explain the difference between a \"Public Limited Company\" and a \"Private Limited Company\"
under the Companies Act, 2013.

13 Tell the type of company that is required to appoint an \"Internal Auditor\" as per the Companies
Act, 2013.

14 Tell the penalty imposed on companies for failure to hold an \"Annual General Meeting (AGM)\"
within the stipulated time under the Companies Act, 2013.

15 Identify the regulatory body responsible for registering companies and maintaining records under
the Companies Act, 2013.

16 Identify the essential documents required for the incorporation of a company under the
Companies Act, 2013.

17 Indicate the number of board meetings required to be held by a company in a financial year
under the Companies Act, 2013.

18 Describe what type of company can issue shares to the public and has no restriction on the
maximum number of members.

19 Identify the type of company that is formed to promote art, science, religion, charity, or any other
useful object and does not intend to earn a profit.
20 Discuss a Defunct Company.

21 Discuss the concept of the Doctrine of Indoor Management and its purpose in company law.

22 Explain a situation where the Doctrine of Indoor Management may not apply.

23 Identify a circumstance where a company will be held liable for an outsider\'s losses due to
the application of the Doctrine of Indoor Management.

24 Describe the term \"Ultra Vires\" as it relates to the Companies Act, 2013.

25 Discuss the consequences of a company acting beyond the scope of its Memorandum of
Association as per the Doctrine of Ultra Vires.

26 Explain the essential clauses that must be included in the Memorandum of Association of a
company.

27 Explain the procedure for altering the Memorandum of Association of a company under the
Companies Act, 2013.

28 Describe the significance of the \"entrenchment provisions\" in the Articles of Association.

29 Describe the conditions and procedures under which the Articles of Association of a
company be amended under the Companies Act, 2013.

30 Write the definition of a prospectus as per the Companies Act, 2013.

31 Illustrate the regulatory authority responsible for approving a prospectus in India.

32 Predict the key details that a prospectus must include as per the Companies Act, 2013.

33 Construct a short note on \"Shelf Prospectus\".

34 Write the reason behind the name \"Red Herring Prospectus\".

35 Determine the type of companies that are eligible to issue a Statement in Lieu of Prospectus.

36 Write the difference between a Prospectus and a Shelf Prospectus in terms of their issuance
and validity.

37 Write the comparison of Prospectus with Red Herring Prospectus.

38 Illustrate the legal consequences a company may face if there is a misrepresentation or

39 Explain the requirements and procedure for a company to issue a Statement in Lieu of
Prospectus under the Companies Act, 2013.

40 Illustrate the causes of existence of minimum level of conflict in any organization.

41 Explain about shares in the context of a company\'s capital structure.

42 Illustrate the term \"equity shares\" as per the Companies Act, 2013.

43 Differentiate between \"preference shares\" and \"equity shares.\"

44 Analyze dividends and their distribution to shareholders.

45 Deduce the source of funds used to pay dividends to shareholders.

47 Evaluate the term \"debenture\" as per the Companies Act, 2013.

48 Explain the process that a company must follow to declare and pay dividends to its
shareholders as per the Companies Act, 2013.

49 Illustrate the rights of shareholders, including voting rights, right to receive dividends, and
right to participate in company meetings.

50 Analyze the concept of \"share buyback\" and the conditions under which a company can
repurchase its own shares.

51 Distinguish between merger and acquisition.

52 Predict the primary factors that influence companies to opt for a merger or acquisition
strategy.

53 Evaluate the regulatory authority responsible for overseeing and approving mergers and
acquisitions in India.

54 Compare the types of mergers commonly seen in corporate scenarios and provide a brief
explanation of each.

55 Evaluate the benefits that companies can achieve through successful acquisitions.

5 marks

1. Define the meaning of \"ultra vires\" and how it affects a company\'s operations.
2. Explain the application of the ultra vires theory in relation to the memorandum of
association of the corporation.
3. Discuss the importance of the ultra vires doctrine in protecting the interests of creditors and
stockholders.
4. Analyze the repercussions of an ultra vires contract and the options open to persons
aggrieved by such contracts for redress.
5. Describe the idea of constructive notice and how it affects people doing business with a
corporation.
6. Evaluate the role of constructive notice in ensuring transparency and accountability in
company operations.
7. Evaluate the part SEBI (Securities and Exchange Board of India) plays in keeping track of and
controlling cases of insider trading.
8. Analyze the function of a whistleblower in stopping unethical business activities.
9. Explain the process of liquidation of a company
10. Discuss the voluntary winding up
11. Describe the functional operation of operational liquidator
12. Evaluate the procedure of winding up in company
13. Discuss the role of NCLT and the power of supervising about the court
14. Enumerate due diligence that one company has been opt while they are doing merger and
acquisition
15. Evaluate the steps involved in the distribution of assets to creditors during the winding-up
process.
16. Describe due diligence in the process of merger and acquisition
17. Evaluate between merger and acquisition.
 18. Illustrate the idea of co-operative society.

19 Describe Promoter regarding his role in a company.

20 "A promoter stands with a fiduciary relation with his company\"- Discuss.

21 Cite the functions of a promoter.

22 Determine the duties of a promoter in a company as per the Companies Act, 2013.

23 State the rights of a promoter of a company as per the Companies Act, 2013.

24. Write down the rights enjoyed by a promoter of a company.

25. Explain a pre-incorporation contract with reasons regarding its execution before a company\'s
incorporation.

25 Discuss the legal status and enforceability of a pre-incorporation contract when the company is
eventually incorporated.

26 Identify the parties involved in a pre-incorporation contract and their roles in the company
formation process.

27. Write a short note on promoters and their functions before incorporation of company.

28. Compare the validity of pre-incorporation contracts in different jurisdictions and their impact on
the promoter\'s liability

28 Sketch the steps involved in the process of incorporation of a company under the Companies Act,
2013.

29 Describe the documents required for the incorporation of a company and their significance in the
registration process.

30 Explain the role of the Registrar of Companies (ROC) in the process of incorporation and the
purpose of obtaining a Certificate of Incorporation.

31 Discuss the importance of the Memorandum of Association (MOA) and Articles of Association
(AOA) in the incorporation process.

32 Compare the incorporation process of a public limited company and a private limited company.

33 Explain the role and duties of the company\'s first directors during the incorporation process.

34 State the two key documents required for the incorporation of a company.

35 Explain the concept of a One Person Company (OPC) and its unique characteristics under the
Companies Act, 2013.

36 Discuss the eligibility criteria for an individual to incorporate an OPC

37 Evaluate the advantages and disadvantages of registering a business as an OPC compared to a

38 Define a foreign company and explain its significance in the Indian business context under the
Companies Act, 2013.
39 Discuss the criteria for determining whether a company is considered a foreign company in India
and the implications of such categorization.

40 Describe the requirements and procedure for a foreign company to establish a place of business
in India as per the Companies Act, 2013.

41 Evaluate the legal obligations and compliances that foreign companies need to fulfill while
operating in India.

42 Explain the circumstances under which a foreign company can be wound up in India and the
process involved in such winding-up.

43 Define a defunct company and explain the reasons that may lead to a company becoming defunct
under the Companies Act, 2013

44 Discuss the legal consequences of a company being declared defunct and the steps that can be
taken to revive a defunct company.

45 Explain the concept of the doctrine of indoor management and its significance in the context of
company law.

46 Describe the conditions under which the doctrine of indoor management can be invoked by an
outsider dealing with a company.

47 Discuss the exceptions to the doctrine of indoor management, wherein the protection may not
be available to outsiders.

48 Analyze the difference between the doctrine of indoor management and the doctrine of
constructive notice.

49 Evaluate the legal consequences for a company that fails to comply with the doctrine of indoor
management.

50 Define the term \"ultra vires\" and its implications on the actions of a company.

51 Explain the doctrine of ultra vires and its application in the context of the company\'s
Memorandum of Association.

52 Discuss the role of the doctrine of ultra vires in safeguarding the interests of shareholders and
creditors.

53 Analyze the consequences of an ultra vires contract and the remedies available to parties affected
by such contracts.

54 Describe the concept of constructive notice and its impact on parties dealing with a company.

55 Evaluate the role of SEBI (Securities and Exchange Board of India) in monitoring and
regulating insider trading cases.

56 Analyze the role of a whistle blower in preventing unethical practices in a company.

57 Explain the concept of winding up of a company and the reasons that may lead to its
initiation.

58 Discuss the difference between voluntary winding up and compulsory winding up.
59 Describe the role of the Official Liquidator in the winding-up process and the powers vested in
them.

60 Discuss the powers of the NCLT and the High Court in conducting and supervising the winding-up
process.

61 Define merger and acquisition and analyze the appropriate reasons for a company to opt for
these strategies.

62 Describe the contribution of due diligence process towards the success of mergers and
acquisitions.

63 Differentiate between merger and acquisition.