Nature of a company: Definition of a company, Characteristics of a company, Lifting the
corporate veil, Company distinguished from partnership. Kinds of companies: Classification
on the basis of Incorporation; Classification on the basis of Liability ; Classification on the
basis of number of members ;Classification on the basis of Control ;Classification on the
basis of Ownership. Formation of a company: Steps involved in the formation and
incorporation of a company.
Memorandum of association: Meaning and Importance, Form and Contents, Alteration of
Memorandum. Articles of association: Meaning, Relationship of and distinction between
MOA and AOA. Prospectus: Meaning, Definition and contents, statutory requirements in
relation to prospectus. Share capital: Kinds of share capital, Alteration of share capital,
Ways for raising share capital, Allotment of shares, share certificate and share warrant, calls
on shares, Forfeiture and surrender of shares, transfer of shares. Borrowing powers,
Debentures and charges.
Company Management: Definition of Director, appointment of director, position of a
director, Restrictions on the appointment of director, Disqualifications of director, Meetings
of directors, powers of directors, duties and liabilities of directors. Meetings: General
meetings of shareholders, requisites of a valid meeting, proxies, voting and poll.
Auditors: audit committee; appointment of auditors; rights, powers and duties of auditors.
Winding Up: Meaning of winding up; modes of winding up; consequences of winding up;
procedure of winding up by the court; voluntary winding up.