CA Intermediate – Corporate and Other Laws

TEST No. 1
Chp 3 to 9 of Companies Act –
Time : 1.5 Hrs Total Marks :- 50

PART-A (1 Mark each)

1. Which of the following company or companies shall issue and transfer the securities
only in dematerialised form?
a. Any company making a public offer and any unlisted public company.
b. Any company making private placement of securities.
c. Both (a) and (b)
d. None of the above
2. If the minimum subscription amount is not received within from the date of issue of
the prospectus, the application amount received by company under Section39(1) shall
have to be refunded.
a. 7 days
b. 30 days
c. 45 days
d. 90 days
3. The company making a call on shares shall have to give a notice of at least days to
the shareholder to pay the amount called on his shares.
a. 7
b. 14
c. 21
d. 30
4. If any shareholder pays any sum in excess of the amount called, the shareholder is:
a. Not entitled to any voting rights in respect of the amount in advance, until the
amount has been called up.
b. Entitled to obtain a refund of such amount paid in advance.

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 c. Both (a) and (b)
d. None of the above
5. A casual vacancy in the office of debenture trustee caused by resignation, can be
filled by:
a. The Board of Directors of the company
b. 3/4th majority of members of the company in a general meeting
c. 3/4th majority of debenture holders in a meeting held for the purpose
d. Written consent of majority of debenture holders
6. Share application money received by company is not considered as deposit if the shares
are allotted within:
a. 60 days
b. 75 days
c. 90 days
d. 120 days
7. The circular of advertisement inviting deposits issued by company shall be valid till
until _________or date on which financial statement of company is laid before its
annual general meeting, whichever is earlier.
a. Expiry of 6 months from the date of closure of the financial year in which it is
issued.
b. Expiry of 3 months from the date of closure of the financial year in which it is
issued.
c. Expiry of 9 months from the date of closure of the financial year in which it is
issued.
d. Expiry of 12 months from the date of closure of the financial year in which it
is issued.
8. A company took loan from bank against security of its book debts. Particulars of the
charge would be filed with Registrar of companies in:
a. Form No.CHG-1
b. Form No.CHG-9
c. Form No.CHG-5
d. Form No.CHG-10
9. A charge was created on assets of Prakash Limited. Such charge is registered on 12th
January, 2020. As per the provisions of Companies Act, 2013, any person acquiring
such assets shall be deemed to have notice of the charge from:
a. 12th January, 2020

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 b. 13th January, 2020
c. 12th February, 2020
d. 12th March, 2020
10. The register of members for a company limited by shares shall be maintained in:
a. Form MGT-1
b. Form MGT-2
c. Form MGT-3
d. Form MGT-4
11. An index of members must be maintained by a company when its membership is equal
to or exceeds:
a. 20
b. 50
c. 70
d. None of the above
12. A company may close the register of members for a period:
a. Not exceeding 45 days in aggregate in each year.
b. Not exceeding 30 days at any one time.
c. Both (a) and (b)
d. Either (a) or (b)
13. In case of inadequacy or absence of profits in any year, a company may declare
dividend out of free reserves provided total amount to be drawn from accumulated
profits does not exceed:
a. 5% of paid-up share capital and free reserves
b. 10% of paid-up share capital and free reserves
c. 15% of paid-up share capital and free reserves
d. 20% of paid-up share capital and free reserves
14. The financial statements for the financial year 2019-2020 of ABC (OPC) Private
Limited were finalised and authenticated by its member on 13th June, 2020. The
financial statements shall be filed with the Registrar by:
a. 13th July, 2020
b. 28th June, 2020
c. 27th September, 2020
d. 30th September, 2020

Descriptive Question (4 Mark each)

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1. Following are some of the securities, issued by different companies related with each
other, as follows:-

Company Securities Issued Remarks

Kleshrahit Ltd. Listed non-convertible Has the power to appoint 2/3rd

redeemablepreference share directors in Indriyadaman Ltd.
issued on private placement
basis in terms of relevant
SEBI Regulations.

Indriyadaman Ltd. Listed non-convertible debt Holding 60% votingpower in

securities issued on private Sajagta (P) Ltd.
placement basis in terms of
relevant SEBI Regulations.

Sajagta (P) Ltd. Listed non-convertibledebt The company holds 52% equity
securities issued on private shares in Pratibodh Ltd. As an
placement basis in terms of investment on behalf of another
relevant SEBI Regulations. company in a capacity of a trustee.

Equity shares issued by the Kleshrahit Ltd. and Indriyadaman Ltd. are not listed in any
of the recognized stock exchanges.

In the context of aforesaid facts, answer the following question(s):-

(a) Whether the aforesaid companies can be considered as listed company(ies)?

(b) Explain the relationship between the aforesaid companies?

2. Growmore Ltd. was dealing in export of Indian spices to specified foreign countries.
In order to raise finance for buying cinnamon trees in Sri Lanka, the company made a
public offer of shares and in the prospectus issued by the company there were
extracts of an expert's report and number of trees in Sri Lanka. The report was found
untrue. Mr. Anderson purchased the shares of Growmore Ltd. on the basis of the
expert's report published in the prospectus. However, he did not suffer any loss due
to purchase of such shares. Will Mr. Anderson have any remedy against the company?
State also the circumstances where an expert is not liable under the Companies Act,
2013.

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3. A Limited has an Authorised Capital of 10,00,000 equity shares of the face value of
10/- each. Some of the shareholders expressed their opinion in the Annual General
Meeting that it is very difficult for them to trade in the shares of the company in
the share market and requested the company to reduce the face value of each share
to 7 1/- and increase the number of shares to 1,00,00,000. Examine whether the
request of the shareholders is possible and if so, how the company can alter its share
capital as per the provisions of the Companies Act, 2013.

4. Whether the following can be appointed as 'debenture trustee'?

(i) A shareholder who has no beneficial interest.
(ii) A director of the company.
(iii) A creditor whom the company owes 499 only.
(iv) A debtor who owes 50 only to the subsidiary company.
(v) A person who has given a guarantee for repayment of amount of debentures issued
by the company.
(vi) A relative of the promoter of the company.

5. Having regard to the provisions of Companies Act, 2013 and Companies (Acceptance of
Deposits) Rules, 2014, comment with relevant provision whether the following amounts
will be considered as deposit or not:
(i) 25 Lakh raised in a single tranche by Infinity Technologies Ltd., a start-up
company, by way of a convertible note from a friend of Director of the company.
(ii) 25 Lakh received as unsecured loan from Mr. R, who is a relative of the promoter
of company, in terms of sanction of working capital loan by bank to the company.

6. ABC Limited realised on 2nd May, 2020 that particulars of charge created on 12th
March, 2020 in favour of a Bank were not filed with the Register of Companies for
registration. What procedure should the Company follow to get the charge
registered with the Registrar of Companies? Would the procedure be different if the
charge was created on 12th February, 2020 instead of 12th March, 2020? Explain
with reference to the relevant provisions of the Companies Act, 2013.

7. ABC Ltd. convened its Board Meeting on 1st August, 2019. During the course of the
meeting the date for calling AGM was discussed but no decision could be taken on it
in the meeting. However, the Secretary of the company issued a notice calling AGM

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 without taking any authority from the Board of Directors. State who is the proper
authority to issue the notice for calling the AGM and to whom such notice is to be
given.

8. The Board of Directors XYZ Ltd. propose to declare a dividend of 10% on equity shares
for the financial year 2019-2020. From the following particulars, compute whether
the directors can declare 10% dividend:
(a) Share capital — (a) 17,500 preference shares of 100 each fully paid (Dividend @
9%) (b) 7,00,000 equity shares of 10 each
(b) Reserves and Surplus — (a) General reserves 21,00,000, (b) Capital reserves
3,50,000 (c) Securities premium 3,50,000 (d) Balance in P&L Account 63,000
(c) Net profit for the financial year 2019-2020 3,57,500
(d) Average rate of equity dividend during the last 3 years: 20%

9. Premium Real Estate Limited, a listed company has made the following profits (eligible
under relevant provisions of Companies Act, 2013):

Financial Year Amount (tin Crores)

2015-2016 120

2016-2017 240

2017-2018 180

2018-2019 420

2019-2020 300

(a) Calculate the amount that the company is required to spend towards CSR.
(b) Give the composition of CSR Committee in case of listed company and an unlisted
company.
(c) Will the company suffer penalties if it fails to spend or contribute towards
CSR?
(d) List only two activities that are expressly prohibited from being considered as
CSR activities.

Note - Discussion of paper will be held , tomorrow , Wednesday,7.30 pm on special class