CROSS QUESTION ROUND

(REGARDS: Team Captain MOKSHA JAIN)

Q1. Mr. Ramesh and six others formed a company, named ABC Pvt. Ltd. and want to take benefits of Citizenship rights
for his company. Can ABC Pvt. Ltd. claim citizenship under Citizenship Act, 1955? If yes, how? And if no, than can these
rights be claimed in some indirect way?

Solution: No, company is a legal person but cannot claim citizenship under any act or constitution of India. Sec 2(f) of
Citizenship Act, 1955 excludes company from citizenship.

But under Bennet Coleman Co. v. UOI, it was held that company is not a citizen but all the rights of citizen can be availed
indirectly through its members who are citizens of India.

Q2. Can company sue its own members? Comment

Solution: YES. Reason: A company being a body corporate and a person distinct from its own members, can sue and be
sued.

Q3. What makes LLP better than company?

Solution:

More flexibility
Lesser compliance
Limited Liability

Q4. Mr. A holds both DPIN (Designated Partner Identification Number) and DIN (Director Identification Number). Can he
keep both the identification ID while registering as designated partner in a LLP, yes or no?

Solution: NO. If a person holds both DIN and DPIN than while registering in a LLP, DPIN stands cancelled and DIN must be
used for appointing of Designated Partner of LLP.

Q5. Can shareholders ask for lifting of corporate veil? Support with a valid case law.

Solution: NO

Prem Lata Bhatia v. UOI (2004) 58 CL 217, it was held that shareholders cannot ask for lifting of corporate veil for their
purpose. Facts of this case:

Premises of a shop were allotted on license

to individual licensee

She set up a pvt. co. and transferred the

premises to the company without govt.
consent

Thus she cant remove the ILLEGALITY by

saying that she and the company are the
same
Q6. An unregistered association of person is formed consisting 97 persons for the purpose of carrying knitting business.
Can this association be termed as ILLEGAL ASSOCIATION u/s 464 of Companies Act 2013?

Solution: Yes, it is an illegal association u/s 464. Even though the section provide upper limit of number of persons as
100, but the Companies Rules 2014 prescribe the limit to be 50. Thus any number of persons above 50 which is
unregistered under Co. Act is ILLEGAL ASSOCIATION.

Q7. Can a pvt. Company accept deposits from public? Support your answer with section from the Act

Solution: No, acceptance from public is prohibited u/s 73 of the Act. A pvt. Company can accept deposits only from its
members.

Q8. Can OPC be compulsorily converted into any other form of company? When?

Solution: Yes, Two cases

Threshold limit (paid up share capital) has exceeded beyond 50lacs OR

Average annual turnover during relevant period exceeds 2crore rupees.

Q9. Can a small company be incorporated as Section 8 company? Reason your answer

Solution: The proviso to Sec 2(85) clearly provides that small company’s definition will not be applicable to Section 8
company, Holding-Subsidiary co. or body corporate under special act.

Q10. What & where is the time period prescribed for a dormant company to file Annual return?

Solution: Section 455(6) - within 30 days from the end of each financial year.

Q11. Which section in companies act provides for the maintenance of all documents of registration at regd. Office till
dissolution?

Solution: Sec 7(4) of The Companies Act 2013

Q12. At the time of making application under form INC32 for incorporation of company, what are the declarations
submitted along with and in which form?

Solution:

Declaration from professional (INC8)

Declaration from Subscribers (INC9)

Q13. Which clause in MOA provides that “in the event of death of the subscriber, shall become member of OPC”?

Solution: Nominee Clause

Q14. What is the penalty if a company does not paint/affix its name outside its regd. Office?

Solution: As per Sec 12(8), company and every officer who is in default shall be liable to a penalty of INR 1000 every day
during which the default continues but does not exceed 1 lac rupees.

Q15. What the alterations required to be made when the regd. Office is to be changed from the jurisdiction of ROC
Chandigarh to ROC Delhi?

Solution:
Case 4th - From one state to another state

Alteration in MOA
SR
RD Approval
MGT 14 & INC 22 to ROC

Q16. What is the principle laid down in ROYAL BRITISH BANK v. TURQUAND case?

Solution: Doctrine of Indoor Management: Outsiders are bound to know the external position of the company but are
not bound to know its indoor management.

Q17. What is the penalty if the alteration is not made in every copy of MOA u/s15(1)?

Solution: Penalty of Rs 1000/- for every copy