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| THE COMPANIES ACT, 2013 | |||||
| 1 | Section | 2(20) | “Company means a company incorporated under this Act or under any previous company law”. | ||
| Case 1 | Macaura v. Northern Assurance Co. Limited (1925) | ||||
| Case 2 | Corporate Veil: | Salomon Vs. Salomon and Co Ltd | |||
| Case 3 | To determine the character of the company i.e. to nd out whether co-enemy or friend | Daimler Co. Ltd. vs. Continental Tyre & Rubber Co. | |||
| Case 4 | To protect revenue/tax | [S. Berendsen Ltd. vs. Commissioner of Inland Revenue] | |||
| Case 5 | evade or circumvent tax | [Juggilal vs. Commissioner of Income Tax AIR (SC)]. | |||
| Case 6 | [Dinshaw Maneckjee Petit], | ||||
| Case 7 | To avoid a legal obligation | (The Workmen Employed in Associated Rubber Industries Limited, Bhavnagar vs. The Associated Rubber Industries Ltd., Bhavnagar and another). |
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| Case 8 | Formation of subsidiaries to act as agents | Merchandise Transport Limited vs. British Transport Commission (1982), | |||
| Case 9 | Company formed for fraud/improper conduct or to defeat law: | Gilford Motor Co. vs. Horne | |||
| 2 | Section | 2(22) | Company limited by shares | ||
| 3 | Section | 2(21) | Company limited by guarantee: | ||
| Case 10 | Narendra Kumar Agarwal vs. Saroj Maloo | ||||
| 4 | Section | 2(92) | Unlimited company | ||
| 5 | Section | 2(62) | One person company | ||
| 6 | Section | 2(68) | Private Company | ||
| 7 | Section | 2(85) | Small Company | ||
| 8 | Section | 2(71) | Public company | ||
| 9 | Section | 2(46) | holding company | ||
| 10 | Section | 2(87) | “subsidiary company | ||
| 11 | Section | 2(6) | Associate company | ||
| 12 | Section | 2(52) | Listed company | ||
| 13 | Section | 2(45) | Government company | ||
| 14 | Section | 2(42) | Foreign Company | ||
| 15 | Section | 8 | Formation of companies with charitable objects etc. | ||
| 16 | Section | 455 | Dormant company | ||
| 17 | Section | 2(72) | Public Financial Institutions (PFI): | ||
| 18 | Section | 2(69) | PROMOTERS: | ||
| 19 | Section | 3 | FORMATION OF COMPANY | ||
| 20 | Section | 7 | INCORPORATION OF COMPANY | ||
| 21 | Section | 9 | EFFECT OF REGISTRATION | ||
| Case 11 | [Hari Nagar Sugar Mills Ltd. vs.S.S. Jhunjhunwala]. | ||||
| Case 12 | [State Trading Corporation of India vs. Commercial Tax O cer]. | ||||
| Case 13 | [Spencer & Co. Ltd. Madras vs. CWT Madras]. | ||||
| Casw 14 | [Heavy Electrical Union vs. State of Bihar]. | ||||
| 22 | Section | 10 | EFFECT OF MEMORANDUM AND ARTICLES | As per section 10 of the
Companies Act, 2013, where the memorandum and articles when registered, shall bind the company and the members thereof to the same extent as if they respectively had been signed by the company and by each member, and an agreement to observe all the provisions of the memorandum and of the articles. All monies payable by any member to the company under the memorandum or articles shall be a debt due from him to the company |
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| 23 | Section | 2(8) | Nominal or authorised or registered capital | ||
| 24 | Section | 2(50) | Issued capital | ||
| 25 | Section | 2(86) | Subscribed capital | ||
| 26 | Section | 2(15) | Called-up capital | ||
| 27 | Section | 2(84) | Nature of shares | ||
| Case 15 | Share is an interest in the company | Borland Trustees vs. Steel Bors. & Co. Ltd | |||
| 28 | Section | 44 | Shares are a movable property | According to section 44 of the
Companies Act, 2013, the shares or debentures or other interests of any member in a company shall be movable property transferable in the manner provided by the articles of the company. |
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| 29 | Section | 45 | Shares shall be numbered | Section 45 provides, every share
in a company having a share capital, shall be distinguished by its distinctive number. This implies that every share shall be numbered. However, this shall not apply to a share held by a person whose name is entered as holder of bene cial interest in such share in the records of a depository. |
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| 30 | Section | 43 | Kinds of share capital | ||
| memorandum of Assosiation | A memorandum is a public
document under Section 399 of the Companies Act, 2013. Consequently, every person entering into a contract with the company is presumed to have the knowledge of the conditions contained therein. As per Section 4, Memorandum of a company shall be drawn up in such form as is given in Tables A, B, C, D and E in Schedule I of the Companies Act, 2013. Table A is a form for memorandum of association of a company limited by shares. Table B is a form for memorandum of association of a company limited by guarantee and not having a share capital. Table C is a form for memorandum of association of a company limited by guarantee and having a share capital. Table D is a form for memorandum of association of an unlimited company. Table E is a form for memorandum of association of an unlimited company and having share capital. |
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| Case 16 | Ashbury Railway Carriage and Iron Company Limited v. Riche-(1875). | ||||
| Case 17 | AOA | (Guiness vs.Land Corporation of Ireland). | |||
| Case 18 | AOA | Ashbury Carriage Co. vs. Riches | |||
| Case 19 | [S.S. Rajkumar vs. Perfect Castings (P)Ltd.]. | ||||
| 31 | Section | 5 | contents and model of articles
of association |
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| 32 | Section | 399 | Doctrine of Constructive Notice | ||
| Case 20 | Doctrine of Indoor Management: | The Royal British Bank vs. Turquand | |||
| Case 21 | Actual or constructive knowledge of irregularity | Howard vs. Patent Ivory Manufacturing Co | |||
| Case 22 | Actual or constructive knowledge of irregularity | Morris v Kansseen | |||
| Case 23 | Suspicion of Irregularity | Anand Bihari Lal vs. Dinshaw & Co. | |||
| Case 24 | Suspicion of Irregularity | Haughton & Co. v. Nothard, Lowe & Wills Ltd | |||
| Case 25 | Forgery: | Ruben v Great Fingall Consolidated. | |||