Formation of Companies under Companies Act, 1956 Select in order of preference a few suitable names, not less than four, ensuring that the name does not resemble the name of an existing Company. Apply to the jurisdictional Registrar of Companies to ascertain the availability of name in Form 1A along with mentioned fee. Registrar of Companies informs the status of the application within 14 days. If the name proposed is not available, apply again for a fresh name. Arrange for drafting of the Memorandum and Articles of Association(MA) through a Consultant, vetting of the same by the Registrar of the Companies and printing of the same. Arrange for stamping of the M & A as per Registrar of Companies instructions. Get the Memorandum and Articles of Association signed by, at least 2 persons in case of Private Limited Company, at least 7 persons in case of Public Limited Continue reading
Business Law
Circumstances Under Which a Contract is Said to be Free
Two or more persons are said to consent when they agree upon the same thing in the same sense. Consent is said to be free when it is not caused by- Coercion, as defined in section 15, or Undue influence, as defined in section 16, or Fraud, as defined in section 17, or Misrepresentation, as defined in section 18, or Mistake, subject to the provisions of sections 20, 21, and 22. Consent is said to be so caused when it would not have been given but for the existence of such coercion, undue influence, fraud, misrepresentation, or mistake. Coercion: “Coercion” is the committing, or threatening to commit, any act forbidden by the Indian Penal Code (45 of 1860) or the unlawful detaining, or threatening to detain, any property, to the prejudice of any person whatever, with the intention of causing any person to enter into an agreement. Explanation: It is Continue reading
Steps implemented by Companies Act with regard to Corporate Governance
The Ministry of Company Affairs appointed various committees on the subject of corporate governance which lead to the amendment of the companies Act in 2000. These amendments aimed at increasing transparency and accountabilities of the Board of Directors in the management of the company, thereby ensuring good corporate governance. The dealt with the following: 1. COMPLIANCE WITH ACCOUNTING STANDARDS — SECTION 210A As per this subsection inserted by the Companies Act, every profit and loss account and balance sheet of the company shall comply with the accounting standards. The compliance of Indian Accounting standards was made mandatory and the provisions for setting up of National Committee on accounting standards were incorporated in the Act. 2. INVESTORS EDUCATION AND PROTECTION FUND — SECTION 205C This section was inserted by the Companies Act 1999which provides that the central government shall establish a fund called the Investor Education and protection Continue reading
Company Meetings
A ‘Meeting’ may be defined as any gathering, assembly or coming together of two or more persons for the transaction of some lawful business of common concern. Like any other association, a company must also hold meetings for its proper functioning. The shareholders or members of a company, who are the real owners, must have the opportunity to collectively discuss the affairs of the company and to exercise their ultimate control over the management of the company. Similarly, the directors, in whom the management of the company is vested, must come together periodically to function as a team and take collective decisions regarding the business policy of the company and to exercise overall supervision over the management. Thus, the management of a company is really carried on through meetings of shareholders and directors and the resolutions adopted therein. Requisites of a Valid Meeting If the business transacted at a meeting Continue reading
Re-Insurance and Double Insurance
Re-insurance and double insurance contracts are two different concepts and are detailed here under. They both are similar to the contract of insurance, however, they have their own nature and the contract goes on as per the requirement. Re-insurance Every insurer has a limit to the risk that he can undertake. If at any time a profitable venture comes his way, he may insure it even if the risk involved is beyond his capacity. Then in order to safeguard his own interest, he may insure the same risk either wholly or partially with other insurers. This is called re-insurance. The reason for re-insurance like the reason for original insurance is the necessity of spreading the risk. Re-insurance can be resorted to in all kinds of insurance. The insurer has an insurable interest in the subject-matter insured to the extent of the amount insured by him because a contract of re-insurance Continue reading
Preparation of Minutes under Companies Act
‘Minutes’ have been defined as the written record of the business done at a meeting. The minutes comprise the official record of the proceedings and decisions of a meeting. They constitute a clear, concise, accurate and permanent record of the decisions and actions of a constituted body. Once approved and signed by the chairman, they are acceptable as evidence of the proceedings in a court of law. Provisions of the Companies Act regarding Minutes Section 193 of the Companies Act makes it obligatory for every company to maintain minutes of the proceedings of every general meeting and meetings of the Board of Directors and its Committee. It has also been laid down that minutes of company meetings kept in accordance with the provisions of this section will be recognized as evidence of the proceedings recorded therein. Entries must be made in the minutes book within thirty days of the conclusion Continue reading