Time: Not ev ooReNe Note: " 12. Note: 13, 14, 15 16, Code No. E-18694/BL FACULTY OF LAW LLB (3 YDC) III-Semester Examination, August 2023 Subject: Law Paper ~ IV: Company Law 3Hours: Max, Marks: 80 PART-A Answer any FIVE questions. (5 x 6 = 30 Marks) Characteristics of a Company Debentures Articles of Association Intermediaries Corporate Social Responsibility Extra ordinary meeting Majority rule NCLAT PART-B Answer any TWO questions. (2x 15 = 30 Marks) Explain the doctrine of ‘Lifting the Corporate Veil What is Memorandum of Association? Discuss the fundamental clauses of memorandum of association. Discuss the procedure for appointment and removal of directors. Explain when a National Company Law Tribunal (NCLT) can order for winding up of a company. PART-C. ‘Answer any TWO questions. (2x 10 = 20 Marks) Certain directors held a meeting of the Board. But they prevented some awfully constituted directors from attending the meeting A quorum was however present. Whether the Board is valid? ‘The articles of the company contained a clause to the effect that A should be the director and should not be removed until 2015. He was, however removed much earlier. He bring an action against company, for damages. Will he Succeed? ‘A transferred certain land to ‘Bon a condition that 8’ would never sell the land to coloured persons. ‘B' sold the land to a company composed exclusively of Negros. ‘A’ look action for the annulment of the transfer on the ground that property has passed to colour persons. Will he succeed? 'N’a minor was registered asa shareholder. After attaining majority, he continues to receive dividend from the company. Subsequently company went into liquidation 'N’ denies liabilty as a shareholder. Decide.J Code No: E-18694 FACULTY OF LAW LL.B (3 YDC) / LL.B. (Honours) (3 YDC) Ill Semester Examinations, April / May 2023 Subject: Law Paper IV: Company Law Time: 3 Hours Max Marks: 80 PART-A Note: Answer any five questions. (5x 6 = 30 Marks) 1, Private company 2. Doctrine of Ultra vires 3. Kinds of shares 4. Transmission of shares 5. Statutory meeting 6. Proxy 7. Amalgamation of companies 8. National Company Law Appellate Tribunal PART -B Note: Answer any two questions. (2x 15= 30 Marks) 9. What are characteristics of company and what are the required conditions to lift the corporate veil? 10. Explain the legal provisions relating to civil and criminal liability for misstatement in prospectus. 11, Discuss the position of Director in the company and the rights and duties of directors. 12. Examine the different modes of winding up of companies under the provisions of the Companies Act, PART-C Note: Answer any two questions. (2x 10= 20 Marks) 13. A company altered the objects clause of its memorandum of Association by passing a special resolution. A copy of resolution was filed with the Registrar. Four months after the passing of the resolution. Can the Registrar register the alteration? 44. Dharani Limited lends to Balaji Limited on a mortgage of its assets. The procedure laid down in the AOA for such transactions is not complied with. The directors of the two companies are the same. Is the mortgage binding upon Balaji Company? 45. Mr. Ashok, a Chartered Accountant is the financial controller of Roop Industries pvt. Ltd. for the last 5 years. The company intends to appoint him as the statutory auditor {for the company. Can the company do so? Discuss. 46. Smt. Roja, an athlete buys 200 shares in a company from Mr. Shetty on the faith of a share certificate issued by the company. Roja tenders to company a transfer to herself from Shetty duly executed together with shetty’s share certificate. The company discovers that the certificate in the name of Shetty has been fraudulently obtained and refuses to register the transfer. Is Roja entitled to get the registration of the transfer?Code No. D-12479/BL, FACULTY OF LAW LL. B (3 YDC) / LL.B (Honours) (3YDC) Ill - Semester Examination, November 2022 Subject: Law Paper: IV Company Law Time: 3 Hours Max. Marks: 80 PART-A Note: Answer any five questions (5x 6 = 30 Marks) Preferential payment Debenture Bonus shares Statutory meeting AGM NCLAT Promoter Independent Director PART-B Note: Answer any two questions (2x 15 = 30 Marks) 9. Who is a Promoter? What are the duties and liabilities of promoter? 10. Distinguish between public and private companies. 11. State the legal provisions relating to disposal of unpaid and unclaimed dividends. 12, What do you understand bythe winding up? What are the grounds of compulsory winding of a company. PART-C. Note: Answer any two questions (2x 10 = 20 Marks) 13.A company proposed to shift its registered office from Hyderabad to Delhi on the ground that there was better scope in Delhi for the expansion of its business. The state of Telangana opposed shifting of registered offices on the ground that Hyderabad offers better scope for expansion of the company’s business. Decide with reference to decided cases. 14.°M’ a person is already holds office of a director in 15 companies. He wants to become a director of another company. Advise ‘M 15.A public limited company has fifteen directors, four of whom are not subject to retire by rotation, Is ita validly constituted board? Comment. 16. The directors of a company bought shares from ‘A’ they disclose to him that negotiations were conducted for the sale of all the company's shares at higher price than they were to pay to ‘A’. A sued to have the sale set aside will he succeedCode No. D-12516 FACULTY OF LAW LL.B (3 YDC) (Honours) / LL.B (3 YDC) Il Year Ill Semester Examination, April / May 2022 Subject: Law Paper - IV: Company Law Time: 3 Hours Max. Marks: 80 PART-A Note: Answer any five questions. (5x 6 = 30 Marks) Definition of company Lup Debentures Promoter Doctrine of ultravires Red-herring prospectus Kinds of shares ‘Amalgamation of companies eVOORON= PART-B. Note: Answer any two questions. (2x 15 = 30 Marks) 9 “The memorandum of association is the fuftdam@htal law or a charter defining the objects and limiting the powers of a compahy"Explain 10 Write a note on conversion of shares it6”stock. Distinguish between share and stock. 11 What are the requisites of @ valid Weeting? ‘12 What do you understand by the winding up of a company? What are the different modes of winding up? PART-c Note: Answer'any two questions, (2x 10 = 20 Marks) 13 A tak€S\prbceedings against the directors of a company of which he is a member to compel them to make good losses sustained by the company owing to their fraud*Wil he succeed? 14 The Articles of Association of a company requires the instrument appointing of proxy to be received by the company 75 hours before the meeting. Is it a valid Fequirement? If not, what are its effects? 15 A public limited company has 5 directors, 4 of whom are not subject to retire by rotation. itis a validly constituted Board? 16 X company had no money to pay ditector’s fees. The directors there-upon paid in to company’s bank account the amount remaining due on their shares and retook the amount as fees. Does this give discharge to directors liability to pay on their shares?Ne = LIBRARY 5) 4 Code No. 722/6L AS way Se FACULTY OF LAW “ee ‘WTB (3 YDC) / LL. B (3 YDC) (Honours) It - Year Ill - Semester Examination, September 2021 Subject: Law Paper: IV - Company Law Time: 2 hours Max. Marks: 80 PART-A. Answer any four questions. (4x 10 = 40 Marks) Deemed Prospectus Additional Directors Interim Dividend DIN Depository Participant Objects Clause Corporate veil Official Liquidator evonsens PART-B Answer any one question. (1.x 20 = 20 Marks) 9 A Company has a nationality and residence but no citizenship. Discuss the law. 410 The shares of a Pvt. Ltd. Company are nottransferable at all. Critically examine the statement by quoting case laws. 11 What is Meeting? Explain the importance of extra-ordinary general meeting of a company. 412 What is Winding Up? Explain the Winding up of a company by the court on the grounds “Just and Equitable” PART-C Answer any one question. (1.x 20 = 20 Marks) 13 'X’ company purchases a property without its power given in the Memorandum of Assosiation, What is the legal position of the company with regard to company. 14 ‘A’ PvtCo has only ‘2’ shareholders who are also the Directors with equal rights of management and voting power. The company has made huge profits but there is a complete dead lock in the Mat. of the company. One of the shareholder applied for the winding up of the company? Decide. 15 Two Companies X and Y filed petition under Companies Act seeking sanctioning of the scheme of their amalgamation. What are the expected objections from the authorities, 16 An offer by ‘A’ Co Ltd. to purchase the whole of the issued share capital of B Co. Ltd. has been accepted by the holders of 9/10" of the shares. What further steps can be taken by ‘A’ Co. Ltd. to acquite the holdings of the dissenting shareholders.No. 722 ~ hy FACULTY OF LAW EUR Y0c) / LL.B. (3 YDC) (Hons.) II- Year Ill Semester Examination, February 2021 ‘Subject : LAW Paper : IV Company Law Time : 2 hours Max. Marks : 80 PART-A Note: Answer any four questions. (410 = 40 Marks) 1. Statutory Meeting 2. Transmission of shares. 3. Share certificate 4 CSR 5 Requisites for a valid meeting 6 MCA 7. Insolvency and Bankruptcy 8 Mergers PART=B. Note: Answer any one question. (1.x 20 = 20 Marks) 9 What is prospectus? Explain the tiability of MIS-statement in the prospectus with suitable legal provisions. 40 Explain the role of Directots in the Companies Management with suitable legal provisions and case laws, 11 What is CSR? Explain the importance of CSR in the changing scenario in India. 12 Explain the impact of the Companies Act 2013 in the economic development in India PART-C. Note: Ariswer-any one questions. (1x 20 = 20 Marks) 43 holds almost all shares except one in steel company and he was substantial Creditoralso. ‘x’ insured the company's steel in his own name. Steel having been destroyed by fire, He claims compensation from the insurance company. Will he succeed? 14 A company was incorporated for the purpose of manufacturing chemicals as its main business. It distributed Rs.1,00,000/- to scientific institution for research is it valid, 15°A’ is the holder of all shares except one of a mining Co. “A’ insures the company mining in his own name. The mining is destroyed by fire. Can ‘A’ recover the loss. 16 A public limited company inserted an advertisement in a newspaper stating that ‘some shares were still available for sale according to the prospectus of the company which could be obtained on application. Do you consider it as a prospectus.Code No.5120/BL FACULTY OF LAW LLB (3 YDC) II Year Ill Semester Examination, October/November 2020 Subject: Law Paper-IV: Company Law Time: 2 hours Max. Marks: 80 PART— A (10 x4 = 40 Marks) Answer any Four of the following. 4. Lifting the Corporate Veil 2. Indoor management 3. Debentures 4. Transfer of shares 5. Proxy 6. Corporate Social Responsibility 7. Mergers 8. Insolvency and Bankrupty code 2016 PART —B (1 x 20=20 Marks) Answer any one of the'following, 9. Define company and explain the characteristics and different kinds of companies. 10. "A promoter stands in a fiduciary relation towards the company he promotes’. Explain, 11. Define “Share”. What are the Wifferent types of shares that may be issued by a ‘company, 12, Briefly state the proyisions of the companies Act regarding the mode of appointment of the directors of a company. PART ~ C (1 x 20 = 20 Marks) ‘Answer any one of the following. 13. A jgintsstock company borrows money from “Y' beyond its powers. Has Y, a shafeholder, any remedy against (a) the company and (b) the directors of the company? 14. A takes proceedings against the directors of a company of which he is a member to compel them to make good losses sustained by the company owing to their fraud. Will be succeed? 15. A company's trade has been suspended temporarily owing to the trade depression with bonafide intention to continue its operations when conditions improve. A petition was filed in the court for winding up the company. Decide. 16. S carried on business under an assumed memo. He took shares in that name and become insolvent. His trustee in insolvency tried to avoid liability as a shareholder. Is liable?Code No. 15114/N/ BL FACULTY OF LAW LLB. (3 YDC) / LLB (Hon,) (3 YDC) I -Year Ill-Semester (New) Examination, July/August 2018 Subject: LAW Paper IV: Company Law Time : 3 Hours ‘Max. Marks : 80 PART ~ A (5x6=30 Marks) Answer any FIVE of the following: Corporate Veil Articles of Association Prospectus Difference between shares and stock Statutory meeting Corporate Social Responsibility ‘Amalgamation of companies National Company Laws Appellate Tribunal PART ~ B (2x18=30 Marks) Answer any TWO of the following questions: 9. Define ‘Company and explain the formalities forthe incorporation of a company 410 Explain the Doctrine of Ultravires’ in elation to the company management 11 What are the powers of directory inthe aciministration of a company? 412 Discuss the different modes of wincing up of companies PART ~ C (2x10=20 Marks) ‘Answer any TWO of the following questions: 13 Few friends purchased a property Later on the promoted a company and sold this property to the company at huge profit Can the company recover this profi from the promoters? 14 The secretary of a company issues a certilicate in favour of Mr. Balayt by forging the signature of two directors. He also atfxes the seal of the company on the certificate without authority. Will Balaji make the company liable for the shares covered by the share certificate? 15 The Official Liquidator of a public company is liquidator, instituted misfeasance proceedings against the MD. of the company During the pendency of the proceedings, the M.D. passed away. Does the case continue against MD? 16 The Articles of a company provided for the reference of disputes between the members land the company to arbitration Mr John, a member, brought a suit against the ‘company in the Civil Court for a grievance Will John succeed?Code No. 15183, FACULTY OF LAW . (Hons.) (3 YDC) I! -Year I_Semester Examination, January | February 2019 LLB (3 YOC) / LL. Subject: LAW Paper ~ IV: Company Law Time : 3 Hours Max. Marks : 80 PART — A (8xt ‘Answer any FIVE of the following: Corporate personality Doctrine Utravires Private company Corporate social Responsibility Definition of Company Pre-Incorporation contracts, Proxy NCLAT 0 Marks) PART ~ B (2x15 = 30 Marks) Answer any TWO of the following questions: 9 Explain the importance of Memorandum of Association in the company’s management, 10 Explain the importance of the meetings in the companies Administration 11 Explain the procedures to become a member in the company with suitable examples, 12 White the silent features of the Companies Act, 2013, PART ~C (2x10 Answer any TWO of the following questions: 13 X was a transferee of a share Certificate issued under the seal of the defendant company. “The certificate was issued by the company's secretary, who affixed the seal of the company and forged the signatures of the three directors. Advise the 'X’ on legal action. 0 Marks) 14 Mr.’P' who was a minor, registered his name as a share holder. After attaining majority, he ‘received dividend from the company. Subsequently the company went into liquidation. ‘P denies his liability? Decide 16 Acitcus company borrowed a sum of money on the security of alts assets including machinery . What kind of charge is created by the circus company? Examine. 16 ‘A’ had subscribed memorandum of a company for 100 shares. The company was duly registered but ultimately he took only 10 shares. The company was wound up what is the extent of A's liablity. Explain.Code No. 9731/8L FACULTY OF LLB. (8YDC) / LL, ay: neta ‘©C) (Honours) Il-Year Ill-Semester, Examination, August / September 2018 Subject: Law Paper: G Time: 3 Hours 7 eee Max.Marks: 80 PART ~ A (5x6=30 Marks) Answer any FIVE of the following 1 Government company Dis-advantages of Incorporation MIS ~ Statement in the prospectus Promoters, Share Capital Name Clause Post-Incorporation Contracts Voluntary winding up oyOMReN PART ~ 8 (2x15, lowing questions: }0 Marks) Answer any TWO of the foll 9 Explain the doctrine of *liting the Corporate * 10 Explain the formalities to be completed for the formation of the effects of issue of certificate of incorporation ‘company. Discuss 11. Notice and Quarum are the re: ‘quisites of valid meeting. Explain the statement with Suitable examples. 12 Who can apply for winding up? Explain the consequences of Courts winging up order. PART ~ C (2x10 ‘Answer any TWO of the following questions. 13 A company has its registered office at Bangalore. Due to some reasons unfavorable to the company, it wishes to shift Advise the Company Management 20 Marks) its registered office to Hyderabad 14 A director, refused to retire in accordance with Article's of Association and illegally continued in office. Ratnakar a member of the Company wants to file a suit his individual capacity against the director Advise him, 16 *A’'s the holder of all shares, except one of a paper Co. A Insures the company Paper in his own name the paper is destroyed by fire. Can ‘A’ recover the loss, 16 Ahad subscribed the MO. A of Company for 80 shares. The company was duly registered but ultimately he took only 10 shares. The company was wound up. What is the extent of 'A’S liability,Code No. 576/ BL FACULTY OF LAW LLB. (3 YDC)/ LL.B. (Hons.) (3 YDC) Il Year Ill Semester Examination, May / June 2017 Subject : LAW Paper : IV Company Law Time : 3 hours Max. Marks : 80 PART —A (5x 6= 30 Marks) Answer any Five of the following Company Certificate of Incorporation Public companies limited by shares Doctrine of indoor Management Capital Reserve Extra-ordinary meeting Mismanagement ‘Compulsory winding up PART -B (2x 15=30 Marks) Answer any Two of the following : 9 Explain the concept of “Corporate entity’ and specify three circumstances under which corporate veil can be lifted 10 Define “Prospectus”. What are the ingredients to constitute a prospectus? 11 What is class meeting? What are the purposes, provisions and procedure for holding class meeting? 12 Explain the protection accorded to the minority shareholders under the ‘company law. PART —C (2x 10 = 20 Marks) Answer any Two of the following : 13 ABC put Itd. was incorporated on 10 June, 1996. A similar company with identical name and same objects was also incorporated on 10 June, 1997. ABC (Put) Ltd, came to know about this and fled a petition on 10° January 1998. Explain the remedies available tothe first company. 14 Ramesh, a shareholder in Mod Lid, desires to nominate his wife Radha as a ‘nominee in respect of his shareholdings. Can Mod Ltd, accept the nomination so made? Advise the company. 15 A private company having two directors has just become a public company by virtue of sec 43-A. Is it obligatory for the company to appoint a third director. 16 A creditor of a company applied for the winding up of a company for inabilty to pay his ciaim after the lapse of the three weeks from the date of proper demand made on the company. It was proved to the satisfaction of the court, during the enquiry, that the company was commercially solvent. DiscussCode No. 9562 FACULTY OF LAW LL.B. (3 YDC)/LL.B. (Hons.) (2 YDC) Il -YearIll-Somoster Examination, March J April 2018 Subject: LAW. Papor - IV: Company Law . Time : 3 Hours Max. Marks : 80 PART ~ A (5x6=30 Marks) Answer any FIVE of the following: 1 Muitinational Company 2 First Directors of the Company Dividends ® Class meeting \ AK Corporate social Responsibility ene PART ~B (2x45 240 Marks) Answer any TWO of the following questicr 8 "Accompany is a legal entity cistinefrgm its members". In what cases do the courts ignore. This principle. 0 What are the advantages and disadvantajes of incorporation of a company? Af What are the lfferent kinds of meetings cf the shareholders of a company? “s2-When may the court ardor supervision of the court? “\. PART~c (2x10 = 20 Marks) wor any TWO ofthe following questions "x company fonds é Ngcompony ona margage of is esses, The procedure ald down a the Artcies for such transactions is not complied with. The directors of the two companies are the sare. iste mortgage binding Upon "Y" company, ‘WA comedy we auneced by ts Atco purchase ke cun shares, W sold is shares to conn and betore ihe price wg a us eubjecs tot X€3 paid, the company went into liquidation, Is W entilgd 19 prove in the liquidation for the frie of the shares. 18 The directors of company bought shar from‘. They disclose to him that negotiations / were conducted for the gale of all the company’ ' shares at higher price than they were to Pay to "A". A sued to have the sale set sicl> will he succeed. 16 fa offer by ‘Aco. Ltd fo purcinase the whole ofthe issued sharo capital of “B" C8) Lid has been accepted by the holders of nine t-nths of the shares. What further steps can be {aken by “A Co Ltd. to acquire the holdin ofthe dissenting shareholdersCode No. 576 FACULTY OF LAW LLB. (Hons.) (3 YDC) / L.L.B. (3 YOC) I~ Year Il - Semester Examination, Jan, | Feb. 2017 Subject: LAW Paper : IV ‘Company Law Time : 3 hours PART—A (1 xS=30 Marks) Answer any Five of the following. ‘Separate legal personality of a company- ‘Advantages of Incorporation Pre-Incorporation contracts Prospectus Managing Director. Company Secretary AGM Official liquidator PART—B (2x 15= 30 Marks) Answer any Two of the following. 9 Define the term "Company". What are its characteristics? 40 “As memorandum of association drafted, the doctrine of ultra vires is a protection to t holders and a illusory third parties’. Discuss the doctrine Of ultra vires in the light of the above observation. 11 How can directors of a company be removed from office before the expiry of their tetm? Explain the procedure for filing the vacancy caused by removal of a director. 112 What are the circumstances under which « company can be wound up? PART—C (2x10 = 20 Marks) Answer any Two of the following. 42,4 husband and wife, who were the only two members of a private limited ‘company, were shot dead by dacoits. Docs the company also die with them 14 The Board of Directors of Ratnakar Ltd. Met only 3 times in the previous year. A fourth meeting was adjourned twice for lack of quorum, Does this constitute a Violation of companies act. 15 X' Co had ne money to pay the directors fue. The ditectors, there upon, paid into the company’s bank account the amount remaining due ‘on their shares and retook the amount as fee, Does this give a discharge to directors liabilty to pay ‘on their share. 16 A Private company having two directors has just become Public company by Virtue of sec 43-A, Is it obligatory for the company to appoint a third director?Code No. 3084 FACULTY OF LAW LL.B. (3 YDC) Il Year Ill- Semester Examination, December 2015 ‘Subject: LAW Paper - IV: Company Law Time : 3 hours Max. Marks : 80 PART —A (5x 6 = 30 Marks) Answer any Five of the following : Corporation Certificate of Commencement of Business Unlimited Companies Doctrine of Constructive Notice Reserve Capital Stauton Meeting 7 Oppression Creditors voluntary winding up PART—B (2x1 souait\ Anawer any Two of to fallowing 2” Distinguish Between public Imited company and prifate limited company evearens 10 Discuss the provisions of the Compan 36 relating to buy-back of shares by a company. 11 State the legal provisions, hat to disposal of unpaid and unclaimed dividends. 42 What reliefs are available shareholders against wrongful conduct of be, ee Answer any Two of the faljowing : 13 Directors of a public limited company accepted a bill of exchange on behalf of the company. But thé word “limited” was omitted from the name of the company at the time,of atceptance. Who can be held liable for the payment of the bill 14 Sar fector in two companies i.¢., Goodluck India Pvt, Ltd. and Lucky Wir Ltd. Sanjeev attended board meetings of these two companies on 22" All 2013 in the ‘same bullding "Welcome house” at 2.00 p.m. ard 4.00 p.m, respectively i) Can Sanjeev draw T.A. from both the companies i) Is he entitled to receive sitting fees fully rom both the companies, 45 A public limited company has fifteen directors, four of whom are not subject to retire by rotation. Is ita validly constituted board. Comment. 416 The members of a company appointed ‘A’ to be the liquidator in a creditors voluntary winding up. At the meeting of the creditors, it was proposed that 'B’ be an Appointed liquidator. Seven creditors representing Rs.80,000 of the Gebis voted for appointment of 'B' and ten creditors representing Rs.60,000 of the debts voted against his appointment Who should duly be appointed as liquidator? Why? ‘A LIBR ary A Code No. 624 Rey, FACULTY OF LAW ty ody, ‘Sa “ajdda!(8 YOC) I1- Year Ill- Semestor Examination, January / February 2014 ‘Subject: LAW Pe = IV: Company Law Time : 3 hours: art i Max, Marks : 80 PART-A (5 «6 = 30 Marks) Answer any Five oF the following = C@Aacices of Association “Appointment of Directors Statutory meeting %__ Convertable Debentures unctions of Official liquidator Certificate of incorporation 7 legal Association 4 PART ~B (2x 18=30 Marks) Answer any Two of the following : SY Cetine a public company and distinguish between 2 private and a pube coffipany. (G@ ene Wemerardum of Associ’ and state contents 1 “A prospectus must state truth and nothing but truth” - Explain. Sa Write a note on majority powers and minority rights in the company working. PART~C (2x14 Answer any Two of the following 20 Marks) @ Few friends purchased a propery later on they promoted a company and sold this property to the company at huge prof. Can the company recover this profit from the promoters? Advise “t general meeting was properly convened and was subsequently adjourned by the Chairman of the meeting for want of quorum. No fresh notice is given 1ed meeting which is held subsequently. Is ‘he adjourned meeting Py valid? (5)'S', the secretary of a company issues a certificate in favour of 'N' by forging ~/ the signatures of the directors. A seal of the company on the certificate is affixed without authority by the secretary. Can 'N' make the company liable for the shares covered by the share certticate? here are only two members =f a company and both of them are not on “/ speaking terms. Examine, whether hostile to each other, a ground for ordering by court to wind up.Code No, 4516 / BL FACULTY OF LAW LLB. (3YDC) Il-Year Ill - Semester Examination, August / September 2013 Subject: LAW Paper-IV: Company Law Time :3 Hours Max. Marks : 80 PART — A (5x6=30 Marks) Answer any FIVE of the following: Promoters Government Companies Independent directors. Preference share capital Company Law Board Bonus shares Kinds of meetings Limited liabiity PART ~ B (2x ‘Answor any TWO of the following: 9. What are the grounds for piercing the corporate veil? 40. The object claim is an impediment to the creditors. Discuss, 11. What are the different modes of winding up of a company? 12, What are the rules for transfer of shares? PART —C (2xt Answer any TWO of the following: 10 Marks) 13, Alsissued a perpetual redeemable debenture, Does this carry voting ight in any mesting? Coo yatng sighs E ahaa 29? 14. No dividends were declared by a company fr 3 years. Is this act an “Oppression” towards ts members? 15. Aa secured creditor seeks to file a petition for winding up of a company. Is he permitted under the Indian companies Act? 16. A private company suffers huge losses. To what extent are the members of the ‘company liable for the business debts?LidRARY He oN wey Code No. 624/ BL aaa FACULTY OF LAW Sewds WEE (ayDC) Year l= Semester Examination, May / June 2014 Subject : LAW Paper —IV: Company Law Time : 3 Hours 4 Max. Marks : 80 PART ~ A (5x6=30 Marks) Write short notes on any FIVE of the following: ‘Company Foreign company Promoter Articles of Association Shareholders Director Auditors ‘Annual Returns PART - B (2x15=30 Marks) Answer any TWO of the following: 8 Explain the doctrine of ‘ultra virus’ 410 What are the attributes of corporate personality? 11 Explain the powers of directors, 12. Briefly explain the various modes of winding up of a company. PART ~ C (2x10=20 Marks) Answer any TWO of the following: 13 Mls Madhura Ltd has 10,000 share holders, 999 shareholders filled an application against other share holders alleging expression and mismanagement against the majority before C.L.B.? Is the application valid? 14 Mis. Fault Repairing Co. Ltd. appointed Mr. Gopi Kishore Bosshi as a director but as on the date of appointment he was adjudged as insolvent by a court. Examine the legal position. 15 Mls Shem Share Ltd, is incorporated to manufacture face powder. Mr. Kavuray supplied Rs. one crore material to manufacture gun powder. Can he recover his amount? 16 Mls Sri Ram Industries Ltd. has eight directors. For over three years every Board meeting was attended by two directors. Expain the legal position. wy.) - oCODE NO. 9028/BL FACULTY OF LAW LL.B. (3 YDC) II Year III Sem. (Backlog) Examination June/July - 2011 | Subject: Law | Paper-IV Company Law Time: 3 hours } [Max. Marks : 80 PART-A | ‘Answer any five of the following : (5*6=30 Marks) 1. Shifking the Registered Office from one state to another 2. ootrine of fing the Corporate veil | 3. Doctrine of Ultra virus { 4, Doctrine of Indoor Management Wr 5. . Rule of Constructive Notice 6. Debentures | 6! 7. Role of Promoters in a company <4: 8. Meaning of oppression PART-B Answer any two ofthe following: (2*15=30 Marks) 9, What are the advantages of incorporation of public limited company ? 10. What are the disadvantages of incorporation of a company with reference to the | | lifiing the corporate veil ? co [urn overCODE NO. 9028/BL (2) i. 12, 13 15, 16. Explain the procedure for transfer of shares with a note on the restrictions. What is a prospectus and explain the civil and criminal liability for misstatements in prospectus. PART-C Answer any two of the following: (2*10=20 Marks) A private company is having 35% of the paid up capital in a public ited company and the private limited company wanted to become the public limited company— Advise the company. ‘The shareholders of a public Lid, Co, duly called upon the Managing Director to Convene @ meeting of the company at which they wanted the move a motion ‘moving the MD from his post. The MD faild to oblige them, so the shareholders themselves met at a place and passed a resolution and removed the MD from his Post. Is it valid ? company, is ignorance of the fact that it had been struck off the Register, borrowed money on the security of a charge on its Property by the M.D. on an pplication by the company, the Tribunal resorted it to Register-Decide the validity, 'S carried on business under an assumed and became insolvent. His trustee in in: shareholder. Is'S' liable 9 ‘name and he took shares in that name solvency tries to avoi iability as a C-04/1200Code No. 9562/0/8L FACULTY OF LAW Subject: Law Paper: IV Company Law Time: 3 Hours ‘Max. Marks: 80 PART ~ A (5X6=30 Marks) Note: Answer any five of the following Multilingual Company Doctrine of Uttra Virus Certificates of Commencement of Business Common Seal Proxy Extra-Ordinary general Meeting Borrowing Powers of Company Powers of Liquidator PART ~ B (2 X15= 30 Marks) Note: Answer any Four of the following 8. Explain corporate veil. Under what circumstances corporate vell can be lifted? 10."Promoters stand in a fiduciary relationship with the company they promote” — Explain 11, Define director. What are the rights and duties of a director? 12. Discuss the statutory and contractual liability of a company secretary. PART ~ C (2x10 = 20 Marks) Note: Answer any Two of the following 13. XYZ Company Limited has its registered office at Hyderabad. The company desires to hold an Emergency General Meeting in Vijayawada, Examine the validity of the meeting 14, The Articles of Association of XY Company Limited contained a provision that up to 3% of issue price of the shares may be paid as underwriting commission to the underwriters. The Board of Directors decided to pay 5% underwriting commission. Can the Board of Director do 50? contd...2Code No. 9562/0/BL 2 15. The Board of Directors of LS Company Limited decided on 31" January, 2017 to pay an intetin dividend of Rs.2/- per equity share of Rs.10/- each. The Board of Directors wants to pay the dividend on 24" February, 2017 on the occasion of Maha Shivaratri. Examine the legal position 16. Board of Directors of XY Company, by obtaining the approval of the shareholders by an ordinary resolution, wishes to commence a new business not connected to its existing business. Can they do it? Explain the legal position.