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i B.Com. Hons. (CBCS) - 2018* Semester - II Dee ee EEE Duration : 3 hours Qi. Maximum Marks: 75 (All questions carry equal marks) {a) “Acompany in law is a different person altogether from the members”. Comment, citing the relevant case laws. (b) Write a note on a ‘Small Company’. (co) “The companies Act is not against the profits made by a promoter, but its non-disclosure.” Examine the statement with regard to duties and obligation of promoter of a company. OR “The property of a company is the property of its members.’ Comment on the statement with the help of suitable case laws. Explain the concept of ‘Producer Company’. State the objectives for which a producer company must be formed. Describe the essential steps to be taken for on-line registration of a company. (a) “A company cannot justify a breach of contract by altering its Articles of Association. Explain. ‘# applied for certain shares of a company on the basis of a prospectus containing the names of six directors of the company. Two directors from these six retired before the shares were allotted. Can ‘A exercise the right of rescission against the company? Also explain the case where he will lose his right, State the importance of ‘memorandum of Association’ of the company. Explain the procedure relating to the alteration of object clause of mem- orandum of Association. fa © (9 (b (c OR Al quest “ns covered are as per syllabus prescribed under NEP-2020. 245 en _— Bae trou, HONS (CCS): 2018 SEMESTER. 1 ficulties and the majority shareholders | Q5- (2) Acompany wasn fiance ligt provide the share capital ting 95% ofthe shares We al aaresernepareholders amounting to 5% would sell their shares to ifremalning ar aiers Howeves the minority shareholdersrefuseq daca shares to majority shareholders, but the company altereq Tariclessoas tmauthorize themajority shareholders to purchase the ‘hares of minority shareholders compulsorily upon certain terms, Are the minority shareholders bound by this alteration? Explain {b) Write a note on Deemed Prospectus: 1stoshiftitsregisteredoffice from hennaito Coimbatore eee cat offal Na for administrative convenience, What provisions the company has to comply with under the Companies Ac, 2013 fr shifting its registered office. Q3._(@) Whatdo you understand by forfeiture of shares? Explain the require. ‘ments of avaid forfeiture of shares by a company. (©) What are the conditions tobe fulfilled by a company that proposes to a issue ‘sweat equity shares’ under the Companies Act, 2013? (©) Why does the Companies Act allow a company to buy backits shares? | ‘Which sources of funds canbe used by the company for this purpose? oR (@) Whatare the bonus shares? State the conditions that must be complied = with before a company makes a bonus issue. {b) What are the sources of money credited to the ‘Investor Education and Protection Fund’? Q4. (a) Write a note on ‘voting by electronic means’, 8) Discuss the provisions ofthe Companies Act,2013 regarding the Direc- tors identification Number. (6) Under what circumstances a director is deemed to have vacated the office of directorship. oR {@) Write note on Woman Director. (©) Whois proxy? itessential fora proxy tobeamember ofthe company? Maprorisappinedbyasharhoderbutatbeneeon eo also casts his vote, whose vote wil be considered valid and why? {6 State the provisions of the Companies Act, 2013, eae with respect to quall- a eee Com. Hons. (BCS) -2019° Semester - Ih oi ee fax Maximum Marks : 75 (All questions carry equal marks) Qi. {@) “Afundamental atribute of corporate personality is that a company is 4 legal entity distinct from its members. Discuss the above statement spam the relevant case laws. - area nullity’ Commentonthestatementbringing ‘out clearly the position of promot 1 to these contracts, (Write a short note on ‘Licensed Company! ; oR A {2) What is a foreign company? Is it necessary for it to-comply with the provisions of the Companies Act? If so, to what extent? {b) Explain the concept of corporate personality and discuss the circum- stances where the court lifts the corporate veil to see what really lies behind. {© Write a note on “legal association of persons” Q2 (@) On the cover page of the prospectus of a company a statement was printed in bold letters stating that the managing agent, promoters and Airectors with their friends and relatives have promised te subscribe ‘shares worth Rs. 10 lakh. However, they collectively subscribed shares srort Rela ony-Can the prospectus ofthe company be considered (b) Whatdoyoumeanby buybackof: Ststes trapteceatioetari rities"? Explain the legal provisions ‘Act, 2013, by a company under the Companies (0) Discuss the binding effec of Memorandum of Association and, Articles coer cat» “omPaty onthe shareholders, outsiders and the “All questions covered are as per sllabus prescribed under NEP-2020, 48 ‘COM. HONS. (CBCS) 2019 SEMESTER Ny ¥ 29 OR {a) Write anote on ‘Producer Company’ | | fo) “An outsider is presumed to know the constitution and the statutory publicdocuments of company, butnot what may or may nothave taken place within the doors that are closed to him Explain with reference to the doctrine of Indoor Management. () Discuss the importance ofa Red Herring prospectus in thelight of issue of securities by the company through book building process. a4, @) Diferentiate between right issu and bonus ise (b) “Directors owea duty of oyalty and carein performing their duties” Do | you agree? Explain. 14k | OR tia ou al . | Ga) Discuss the provisions ofthe Companies Act, 2013 regarding holding | cof board's meeting through audio-visual means | (b) State difference between transfer and transmission of shares. | © Writea note on ‘Women Director” erica 2 Seeesan ‘Examine the validity of the company’s to hold its AGM at New Delhi, eruegaie ns ational Company Law Tribunal’ an fle petition inthe NCLT for winding up ofa company? we ‘Explain the benefits of Depository System. am (PS) 2019" é Coe Duration : 3 hours, Maximum Marks : 75 (Atzempe all five questions. All questions carry equal marks) QL. (@ Theentity of company is separate from its members. Comment on the statement with relevant cases. (®) Define Private Company. State the process of converting Private ‘Company into a Public Company. {€ Whatdo you mean by Preliminary Contract? State its validity. OR {@) Under what circumstances may the court disregard separate legal entity of a company? {®) What do you mean by One person Company? What are the privileges enjoyed by one person company? (©) Few friends purchased a property. Later on the promoted a company ‘and sold the property to the company at huge profits without adequate

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