NEPAL OPEN UNIVERSITY

Faculty of Management and Law

Office of the Dean
Year End Examination
2078 (2021)

Program : Bachelor of Laws (LL.B) Full Marks: 50

Year : Third Time: 1.5 Hours
Subject : LWCOM 401 Company Law

Group A

Conceptual Short Answer Questions

Attempt any THREE questions given below. [3x5=15]

Q.1 Define Public company. Show the difference between Public company and
private company.

Q.2 State the concept of pre-incorporation contract. Discuss status of pre-

incorporation contract as per the Companies Act, 2063.

Q.3 Discuss the process of formation of a Board of Directors of a company as

prescribed by the Companies Act, 2063.

Q.4 State the process of appointment of an auditor of a company and discuss the
powers, duties and rights of an auditor as per the Companies Act, 2063.

Q.5 State the situation where a company secretary is required to be appointed and the
duties to be performed by him/her as per the Companies Act, 2063

Group B

Critical/Descriptive Long Answer Questions

Attempt any TWO questions. [2x10=20]

Q.6 Explain the legal provisions regarding annual general meeting including its usual
agenda of the meeting. Discuss the conditions regarding the legality of a company
meeting as per the Companies Act, 2063.
Q.7 What do you mean by liquidation of a company. Describe the process of the
compulsory liquidation of a company.

Q.8 Do you agree that the Board of Directors of a company is the key actors of a
company business? Who can be appointed as a Board of Director of a company
including independent director? Explain the consequences of acts performed by
the disqualified directors of a company.

Group C

Legal Situation/ Problem Solving

Q.9 Read the following legal situation and answer the questions that follow [3x5=15]

Clean Power Company Ltd. Is intending to issue its 2,00,000 units of share to the
public as an initial public offer (IPO). The Board of Directors of the Company is
not aware about the process of issuing the share capital to the public as IPO. Thus
the Board of Directors of the company consulted you as an expert of the corporate
lawyer regarding the process to issue the share as per the prevailing law of the
nation. In such situation how would you advise to the Board of the Directors
pertaining to the following issues to make the issue of the IPO valid?

Questions:

a. When can a company issue the share as IPO to the public?

b. What is the process to be adopted by the company before issuing notice of
offer of the IPO to the people?
c. State the situation of the allotment of shares when the issued IPOs are
subscribed only 35% by the public out of the total issued shares.

Good Luck!