1.

A prospectus contained statements that the company had paid dividends every year
between 1921 and 1927. The statement is true but the dividends were paid from the
profit earned from the capital assets and secret reserves of the company but not from
the trade profit. In fact, in each of these years the company had incurred substantial
losses, and was only able to pay the specified dividends. No disclosure was made of
these losses. Decide the case with illustrative case laws.
2. There was a provisional agreement between two companies for the sale of the
undertaking of the one company to the other. Under the agreement the buying company
agreed to pay, in addition to the sum payable to the selling company, certain amount to
the directors of the selling company as compensation for the loss of office. The notice
calling the meeting of the shareholders to consider the agreement for sale of the
undertaking did not disclose that there was a provision in the agreement for the payment
of compensation to the directors. Decide the case in the light of full and fair disclosure
of all the material facts in the notice with the illustrative case laws.
3. There were only two directors and one of them who was holding 51% of the shares
wanted to remove his fellow director. The Articles required the quorum of two. The
fellow director did not attend the meeting to frustrate him. Decide the case in the light
of role of Central Government on quorum of meeting with example case laws.
4. the annual general meeting of a company called in December 1934 was adjourned and
held in March 1935. The next annual general meeting was held in January, 1936, no
other meting being held in 1935. The company was prosecuted for failure to call the
annual general meeting in 1935. Decide the case with relevant statutory provisions of
companies act,2013 and with illustrative case laws.
5. The majority of members of company 'A' were also members of company 'B', and at a
meeting of company 'A' they passed a resolution to compromise an action against
company 'B', in a manner alleged to be favourable to company 'B', but unfavourable to
company 'A'. Decide whether the compromise is valid with illustrative case laws.