Welcome to Our

Presentation
Our Focus Area

× What is Company
× Features of a Company
× History of Modern company
Law
× Classification of Companies
× Process of Forming a Company
× Lifting The Corporate Veil

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 Presented by Group :- 1

Sl No Name Roll No

01 Mammon Chakma 17-AIS-073

02 Md. Rakib Sarowar 17-AIS-015

03 Md. Mehedi Hasan 17-AIS-051

04 Abdul Ahad 17-AIS-004

05 Md. Sabbir Ahmed 17-AIS-001

06 Gopal Karmakar 17-AIS-001

07 Md. Rejaul Karim 17-AIS-031

08 Md. Nazmul Islam 16-AIS-008

09 Anando Kumar das 17-AIS-041

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 Company
A company, abbreviated as
co., is a legal entity made up
of an association of people,
be they natural, legal, or a
mixture of both, for carrying
on a commercial or industrial
enterprise

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 Following are the broad features of
a company:

×
×
×
Incorporated Association
Independent Legal Entity
Separate Property
“
× Perpetual Existence
× Common Seal
× Separation of Ownership and
Management
× Limited Liability
× Transferability of Shares
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Background & Evaluation of Company Law

History of Modern Company Law

× Beginning of the Company Law - 1844

× Pass The Joint Stock Company Act Under Company Act
– 1844
× Limited Liability Company Act – 1855
× Private Limited Company Concept - 1908

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× Bangladesh Company Act – 1994
× Evaluation of Bangladesh Company Act - 1994
British Company Act - 1844

1860, 1882, 1886,

1857 1887, 1891, 1895,
1900 & 1908
Indian Company Act - 1913

1915, 1920, 1926, 1930, 1932, 1936, 1938, 1949,

1969, 1973 & 1984

Bangladesh Company Act - 1994 7

 Types of Company

On the Basis of Mode of Incorporation, Companies

can be classified into three categories

× Chartered Company
× Statutory Company
× Registered Company

8 East India Company

 Types of Company

Registered companies may further be divided into

three categories on the basis of liability.
× Companies limited by Shares
× Companies Limited by Guarantee
× Unlimited Companies

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 Types of Company

On the basis of number of members, a company can

be classified as

× Private company
× Public companies

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 Types of Company

On the basis of Control over the management,

Companies may be classified into:

× Holding Company
× Subsidiary Company
× Associate Company

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 Types of Company

On the basis of Ownership of companies:

× Government Companies
× Non-Government
Companies

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 Process of Formation of Companies:

× 1. Registration /Incorporation of a
company
× 2. Promotion
× 3. Raising capital or Floatation
× 4. Commencement of the business
firm

.
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 Who Can Become a Member

1) Company
2) Hindu undivided family
3) Firm
4) Joint holders
5) Registered society
6) Insolvent

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 Who Can’t Become a Member

× 1. The district collector of any district.

× 2. A minor, who is not considered in law to be
competent to make a contract. Any agreement by a
minor to buy share of a company is void in law. As such,
a minor is not a member of a company. However, in
cases of fully paid shares, a minor is entitled to be a
member when the acquisition of the shares in his case is
through transfers /transmission.

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 Lifting the Corporate Veil

Case: - 1
Case of Delhi Development Authority (DDA) v. Skipper construction
Co.(Pvt.) Ltd.
It is another memorable case. The supreme court had ruled, that Tejwant
Singh and members of his family had created so many companies which
were termed cloaks and used as a device for avoiding provisions of the
legislation related to welfare of the staff / employees. Further,
incorporation of so many companies was merely meant for committing
illegal activities as also to defraud the people.

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 Lifting the Corporate Veil

Case: -2
VTB Capital plc v Nutritek International Corp
This 2013 case concerned a claim for fraudulent misrepresentation pertaining to a
loan agreement. The court looked at whether the corporate veil could be lifted in
order to hold the person controlling the company liable, as if he had been a co-
contracting party with the company concerned, to a contract where the company
was a party but he was not, and where neither he nor any of the contracting parties
intended him to be. The court decided it would be contrary to existing authority or
principle to pierce the veil in this way. The court explicitly left open the question of
whether the veil could be pierced on appropriate facts, to achieve a just result or
whether courts would only have the power to do so in circumstances where the
language of a statute expressly or impliedly requires or permits it.

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 Lifting the Corporate Veil

Case: -3
Prest v Petrodel Resources Ltd
Very soon after the above case, the decision of Prest v Petrodel was handed down.
This is the first time that the highest court in the land has acknowledged that the
existence of a principle of English law which enables courts to pierce the corporate
veil. This principle exists in very limited circumstances “when a person is under an
existing legal obligation or liability or subject to an existing legal restriction which he
deliberately evades or whose enforcement he deliberately frustrates by interposing a
company under his control.” The court is then able to lift the veil in order to deprive
the company or its controller of the advantage which they would have obtained due
to the company’s separate legal personality. The majority of the court suggested that
this is as far as it would be willing to go in deviating from the established principle of
a company being a separate legal personality.
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 Debentures

• What is Debenture?
• Advantage of Debenture
• Debenture Holders

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 Types of Debentures

Security Redemption

Secured Unsecured Redeemable Non-redeemable

Record Convertibility

Registered Unregistered Convertible Non-convertible

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 Thanks!

Any questions?

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