This question paper contains 8+4 printed pages] Your Roll No. ..... “1662 : B.Com. (Hons.yl A Paper XII—CORPORATE LAWS (Admissions of 2004 and onwards) Time : 3 Hours : Maximum Marks : 75 (Write your Rail No. on the top immediately on receipt of this question paper) Note :-— The maximum marks printed on the question paper are - applicable for the candidates registered with the School of Open Learning for the B.A. (Hons.)/B.Com. (Hons.). These marks will, however, be scaled down proportionately in respect of the students of regular colleges, at the time of posting of awards for compilation of result. Note :-— Answers may be written either in English or in Hindi; but the same medium should be used throughout. the paper. * - , Fe WR7a ar OR ait ar fet feet we ae 4 dim; aia of ani a area we @ a wafen | Attempt Al/ questions. All questions carry equal marks. eet wet wife wt se Bo ate GAR 1. P.T.O. Sudhanshu Yadav 9416181399(2 ) 1662 - (a) “A company. is an artificial person created by law with @ perpetual succession and common seal.” Comment on ‘ the statement. 5 {b} One of the seven members of a public company sold all his shares in the company to another member on 10th December 2005. ‘The company incurs trade debts _ on 14th December, 2006, 16th March 2007, 2nd April, 2007, 19th May 2007 and 20th June, 2007. How far are the members liable. for the debts ? 5 (c} Define the term ‘Producer Company’ and explain the provisions of the Companies Act relating to formation and registration of a producer company. 5 (&) “Soh wear safer sit ST ast aa fat oe afta wa aim ofa 21" ca ae fect sitar , Sudhanshu Yadav 9416181399(3°) - 1662 (a) wads art & aa ae Fa uF ™ (@) ® wat F ami waar dat a 10 fear 2005 aw om me aa fen eet a feat 2006, 16 art 2007, 2 Ha 2007, 19 7 2007 3ik 20 3A 2007 Bl TIT Oar eae S fare weer et aw eet E? ‘wae SH ye at afta ating sit ae ert @ fmm ok item 8 cafe avi afatay BS sedi a cre aif ° Or (arn) Explain the provisions of the Companies Act, 1956 with respect to proxies. 5 A company was formed on the basis of the Certificate of Incorporation obtained by threatening the Registrar: of Companies. Is the company legally formed ? 5 P.T.O. Sudhianshu Yadav 9416181399(49 1662 (c) ‘While the’power to alter Articles of Asgociation is wide, the Memorandum of Association is an unalterable charter of a company.’ Explain. 5 (Ce) wid F dae A eet afta, 1956 F seat a ere aif (a) we eet wert tee St amet tat Wa frre BH ya-wa Fo aTUR Wa TE tT wa ort fatwa: at & ? () “sae den & siafat wt wate ae at ied care %, Se al -wa aee I UH amftatia ade @1” ere alfa (2) A company put up telephone wires in a certain area. There was no, power in the Memorandum to put up wires there. The defendants cut them down. Can the company sue for the damage done to the wires 7? 5 Sudhanshu Yadav 9416181399(5 +) : : 1662 Oe “One person cannot form the quorum for a general meeting of a company.” Comment. 5 (} Write a note on Sweat Equity Shares. Ss CH) He STH A feet we aa A cise Fa am we-wa A ae aR aM &. fee aE waft wel fret ef) ofvenfeat A aa st are fa en ert oi at aft & fem ae aad & 2 : / (a) ‘at at aero den & faa we aia ore ae a aaa 31 feat sfc (1) Te gaat Wert wR ou feerh fafau! Or (Haan) (a) What is a corporate veil ? When is it pierced by the order of the Court ? . Ss. P.T.O. Sudhanshu Yadav 9416181399( 6 ) 1662 (2) What do’ you mean_by ‘buy-back of shares’ ? Explain the legal provisions relating to buy back of shares by a company. 5 (©) _ Explain the provisions of the Companies Act, 1956 relating to the appointment of directors by the Board of Directors. 5 (m) fr stam ant 2 =e S ae ao woaa da wm wen & ? (a) ‘Seri st ame aie’ A am ar wamy EF? ari gro gat ast ame aie 8 satin fais sa Here sti (7) free dea ga fers at fafa dat aot araren, 1956 B sal at ope afr (a) Explain the Doctrine of Indoor Management and state its exceptions. . 5 (6) When and how may shares be forfeited ? What is the legal effect of forfeiture 2 3 Sudhanshu Yadav 9416181399(©) (7) 1662 ‘Directors are described sometimes as agents, sometimes . as trustees, and sometimes as managing partners’. Explain the position of directors in the light of this statement. 5 CH) siren wae frera a ore wife sik ge sTTaTE AaET | (a) Set we ok fea eR sat fer oT ae ‘$02 af aon faite wre ame ? () ‘feral et at afied, ait adit ake mt @ @) way unter we ue t1' wae st eA 4 waa mw fees ot feof ere ifm Or (stata) Distinguish between a member and a shareholder of a company. 5 “Preliminary contracts are a nullity.” Comment on the statement, bringing out clearly the position of the promoters - with regard to these contracts. 5 P.T.O. Sudhanshu Yadav 9416181399© (=~) (a) «@) (a) @) oO (#) ( 8 ) 1662 Explain the provisions of the Companies Act, 1956 regarding ’ ‘holding of a statutory meeting. 3 art & acer ger gaurd & ate fate sit “ofr afer aga eet 1" ga facil eS way Ft drawal ot fla a ered: oe Re we ferrt ata afafires den gor 8 afi ach afefe 1956, saat I wrez calf) Define a ‘Government company’. What are its special features ? 5 Can the directors of a company be removed during their term of office ? 5 ‘Dividend, once declared cannot be revoked.’ State the law regarding declaration and payment of dividend. 5 ‘wart eat st cfenfia sf sab fata aficert em % 2 Sudhanshu Yadav 9416181399(9) 1662" (a) rset S Pewst at stat verafiy & ata wn WI aaa & 7? (2) ‘we an difee faq me oMigt a sited Te @) (b) 1) fen at aaa 8 wa et Steen aan PTA wl fre aaeu Or (staan) Describe the powers of the inspectors appointed by the Central Government to investigate into the affairs of the company. 5 ‘A company cannot, by altering its articles, justify a breach of contract.’ Explain. 5 Write a note on Shelf Prospectus. 5 (&) fat ea 8 area & ardor & few Sata warn am frat fest at ote ar ar mifere | P.T.O. Sudhanshu Yadav 9416181399(fo > 1662 (a) ‘ae ert ar state an oftafta aed wae wl sfaa vel sea wed 31 omen afte @) ee weer ou feet fafa (a) What are the grounds for ‘voluntarily winding-up’ of a company ? Distinguish between Members’ winding up and Creditors’ winding up. 5 (6). What is a Depository ? What are the benefits of Depository System ? 5 (©) The shareholders of a company unanimously passed 2 resolution at the Annual General Meeting for payment of dividend at the rate higher than that recommended by the Board of Directors. Discuss the validity of the resolution. 5 (m) Sut F Seen vitae S fer aa att aa % ? weed go oftearm sik arent er viteara H fate wife Sudhanshu Yadav 9416181399Cu) 1662 ce) dam a en aed = ? fam wore F 7) (e) wa fear % ? wh art & wena A ates aero a F fen Tec a Fae tS sf eR ANT S yan ‘at sacs werd a afta fea dacs at fafaram at fader aif Or (stan) Discuss the relevance of Corporate Governance in the present day corporate world. What are the requirements of Clause 49 regarding the composition of the Doard of Directors of a company ? 5 Discuss the statutory provisions regarding ‘reduction of share capital’. - 5 P.T.O.( 12 ) 1662 (c) Define Private Company. State the exemptions available to it as per Companies Act, 1956. os (&) a & fer 4 frees at anf am faa aif art & few dea F weer # at a Ge a9 et aden a7 & ? Ce) Se Pt SF apie’ 8 dais aifafies sree wa fer aif @) fst ect at dtr sag act afitras, 1956 BS ST Fa see Bl a a afer