SYMBIOSIS INTERNATIONAL (DEEMED UNIVERSITY)

(Established under section 3 of the UGC Act 1956)

Re - accredited by NAAC with ‘A’ Grade

Founder: Prof. Dr. S. B. Mujumdar, M.Sc.,Ph.D. (Awarded Padma Bhushan and

Padma Shri by President of India)

___________________________________________________________________________

Sub Committee - Specialization for Curriculum

Sub Committee - Specialization for Curriculum Development

Under Graduate

Course Title: Company Law I

Course Code: T1497

Number of Credits: 2

Level: 4

Learning Objective:

1. To explain the concepts of corporate jurisprudence, evolution and kinds of

incorporated business associations, formation, financing and structuring of
companies, its constitution and powers.

2. To exam and interpret the rules, policies, and principles of Indian company law

3. To identify and resolve legal issues relating to the operation of companies in terms of
incorporation and capital formation and distribution of profits

4. To learn filing of various forms for incorporation/ registration of companies

5. To examine the concept of social justice in corporations in the light of human rights
values, constitutional context and International practices

Learning Outcome (s):

1
 1. The students will be able to demonstrate thorough knowledge of the principles and
practices of Company Law
2. The students will be able to file various forms for incorporation and registration of
companies.
3.
Pre-learning:

· The student should have studied Contract law and Special Contracts
· To have read suggested reading as per session plan and other resources such as films,
documentary, as provided by the course instructor

Course Outline

Sr.No. Topics Hours

1 1. Introduction to Companies and Company Jurisprudence (03)

1.1 Various Business Structures

(i) Sole Proprietorship
(ii) Partnership, LLP
(iii) Companies
(iv) HUF
(v) AoP
1.2 Company as a Favored Form of Business
1.3 Different stakeholders in a company and Interest of
stakeholders in companies
1.4 History of Company legislation - U.K., India.
1.5 Companies Act from 2013 till date
1.5.1 Major Amendments
1.5.2 CLB to NCLT
1.5.3 Concept of social justice in corporations
2 Corporate Personality (03)
2.1 Features of a Corporate Personality
2.2 Doctrine of Lifting the Corporate Veil
2.3 Kinds of Companies

2
3 Formation of Company (4)
3.1 Promotion
3.1.1 Promoter.
3.1.2 Rights/Liabilities of Promoter.
3.2 Documents to be Prepared
3.2.1. Memorandum of Association
3.2.2. Articles of Association
3.2.3. Doctrine of Ultra Vires
3.2.4. Doctrine of Constructive Notice
3.2.5. Doctrine of Indoor Management
3.2.6. Prospectus
3.3 Registration
3.3.1 Incorporation of companies
3.3.2 Drafting MOA and AOA of companies
4 Formation of Capital (8)
4.1 Equity and Debt
4.2 Nature and Type of Shares
4.3 Debentures
4.4The Depository System and Dematerialization of
Shares
4.5 Shareholder Rights.
4.6 Transfer and Transmission of Shares
4.7 Increase and Reduction of Share Capital
4.8 Forfeiture and Surrender of Shares
4.9 Membership in a Company
4.10 Public Deposits, Loans and Investment by
Companies
4.11 Foreign Direct Investment
5 Divisible Profits and Dividends (03)
5.1 Concept of Profit and Divisible Profits
5.2 Payment of Dividends
5.2.1. Sources
5.2.2. Provision for Depreciation
5.2.3. Declaration and Payment of Dividends
6 Registration of Charges (04)
6.1 Borrowing
6.2 Mortgages and Charges
6.3 Registration of Charges
6.4 Fixed Charges and Floating Charges
7 Self-Learning including projects, presentations, moot courts, 05
simulation, exercises, film review, news review, field visit,
experiential learning, guest lectures
Total 30

3
Pedagogy:

1. Lecture
2. Discussion
3. Self-study
4. Projects
5. Simulation exercises
6. Small Group Learning exercise

Books Recommended:

· Hannigan, B.,. Company Law. Oxford University Press, USA. 2018

· Avtar Singh, Company Law, Eastern Book Company, 2018
· Du Plessis, J.J., Varottil, U. and Veldman, J. eds., 2018. Globalisation of Corporate
Social Responsibility and Its Impact on Corporate Governance. Springer. 2018

· Dr G K Kapoor Sanjay Dhamija, Company Law and Practice : A Comprehensive Text

Book on Companies Act 2013 ,23rd Ed, Taxmann Publications Pvt. Ltd., 2018

· Ramaiya A , Guide to the Companies Act (Providing guidance on the Companies Act,
2013): Box 1 containing Volume 1, 2 & 3, Appendix Part 1 & 2 and 1 Consolidated
Table of Cases and Subject Index (English) 18th Edition , LexisNexis, 2014.

· The Companies Act, 2013, ICSI, CCH (Wolters Kluwer),2013

· Vinod Kothari, Understanding Companies Act 2013, Taxmann Publications Pvt.
Ltd.,2014.
· Cheffins, B R, Company law Theory, Structure and Organisation, Oxford University
Press, 2000
· Bearle A, Heans C G, The Modern Corporation and Private property Pennington,
Company Law, Pennington, 2001
· Gower & Davies: Principles of Modern Company Law, Sweet & Maxwell, 2016
· Alastair Hundson, The Law on Financial Derivatives, Sweet & Maxwell, 2008
· Eil's Ferran, Company Law and Corporate Finance, Oxford, 1999
· Jonathan Charkham, Fair shares: The Future of Shareholder Power and
Responsibility, Oxford, 1999
· J.H. Farrar and B.M. Hanniyan, Farrar's company Law Butterworths, 1998
· Journals - Journal of Indian Law Institute, Journal of Business Law, Chartered
Secretary, Company Law Journal, Law and Contemporary Problems.
· Statutory Materials - Companies Act 2013 and various Rules, SEBI Act, Depositories
Act 1996
· Companies Act 2013

Suggested Assessment/ Evaluation Methods:

All external courses will have 40% internal component and 60% external component
[University] examination. Methodology of Internal Assessment will be at least 3 components
from the following list of assessment methods:

· Seminar Presentations

4
· One written test
· Viva Voce
· Essays
· Project, Group projects and Dissertations
· Cases and open problems
· Work based Assessment
· Multiple choice Questions
· Problem based questions
· Short Answer Questions
· Learning logs/ diaries
· Computer based Assessment
· Single Essay Examination
· Reflective practice Assignments
· Modified Essay Questions
· Simulation
· Objective Structured Clinical Examination