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Corporate Law (23rd May, 2023)

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[This question paper contains 12 printed pages.

]
Your Roll No.....

Sr. No. of Question Paper: 4036 E

Unique Paper Code 22411202

Name of the Paper : Corporate Laws

Name of the Course : B.Com. (Hons.) - CBCS

Semester : II

Duration : 3 Hours Maximum Marks : 75

Instructions for Candidates


1. Write your Roll No. on the top immediately on receipt
of this question paper.
2. All questions carry equal marks
3. Answers may be written either in English or Hindi:
but the same medium should be used throughout the
paper.

2.

3.

P.T.O.
4036 2

1. (a) What is Corporate Veil? When can it be lifted by


the courts?

(b) The numbers of members of acompany registered


as a public company is reduced to 5. Explain the
consequences and remedy if any in this regard.

(c) Define a producer company. Explain the provisions


regarding object clause of a producer company.
(5 marks each)

OR

(a) The directors of ABC Pvt. Ltd want to convert


their company into a public limited company.
Advice them about the procedure involved for this
under the Companies Act, 2013.

(b) "The expression Promoter' has never been clearly


defined either judicially or legislatively despite the
fact that it is frequently used both in decisions
and statutes". Comment on legal position of
Promoter with a company.

(c) Explain the steps for online registration of a


(5 marks each)
company.
4036 3

(a) A company's object clause in the Memorandum


of Association is of fundamental importance not
only to its members but also to the non-members.
Elaborate.

(b) "A Prospectus must state truth and nothing but


truth". Do you agree? Explain.

(c) Discuss the rule laid down in Royal British Bank


vs. Turquand. Are there any exceptions to this
rule? (5 marks each)

OR

misleading
(a) PQR Ltd. issued a prospectus with
knowledge
contents in it. M, an investor had the
not subscribe
of the misleading contents so he did
he purchased
for the shares. However later on
to whom the
some of the shares from his friend
company.
shares had been originally allotted by the
company
M then claimed compensation from the
contained the
on the ground that the prospectus
misleading content. Can he succeed? Explain with
rcasons.

P.T.0.
4036 4

(b) The articles of a company


provided that in the
event of a shareholder becoming bankrupt, his
shares would be offered for sale to other
shareholders at a price fixed by the company. Is
the provision binding on the shareholders?

(c) One man Company is a perfectly valid company".


Comment. (5 marks each)

3. (a) What statutory provisions must be compliedwith


before a valid allotment of shares can be made?

(b) What is a dormant company? What conditions are


to be satisfied by the company to apply for this
status?

(c) Differentiate between right shares and


bonus
(5 marks each)
shares.

OR

(a) Can a 'minor' and a 'partnership firm' become


members of a Company'?

(D) What are the provisions of law as to "Empy


Stock Option Scheme'?
4036 5

(c) Explain legal position of directors of a company.


(5 marks each)

4. (a) Explain about the provisions under the Companies


Act, 2013 regardingthe application and allotment
of DIN,

(b) What is an Extraordinary General Meeting


(EGM)'? Can it be convened by the directors suo
motu? Is it possible for a company to adjourn
EGM on the ground that the quorum was not
present at the scheduled time?

(c) Write a note on participation in a board meeting


through video conferencing. What are the matters
that cannot be dealt with a meeting through video
conferencing? (5 marks each)

OR

(a) Write anote on 'Postal Ballot'.

(b) What are the statutory powers of directors?


Explain the powers which the board of directors
cannot exercise without a unanimous consent.

(c) Can a director be removed by the tribunal before


the expiry of his term? (5 marks each)

P.T.0.
6
4036 4|
being appointed
5. (a) What will disqualify a person from
as an auditor of a company?

Discuss the grounds and process for thevoluntary


(b)
liquidation of a corporate entity as per the
insolvency and bankruptcy code, 2016.
salient features
(c) Define a Depository. What are the
of the Depository system? (5 marks each)

OR

dividend to its
(a) A company is required to pay
shareholders within 30 days of its declaration.
State the circumstances when a company will not
even it
be deemed to have committed any offense
does not pay dividend within 30 days.

(b) A company's trade has been suspended


temporarily owing to the trade depression but it
has bonafide intention to continue its operations
as
when conditions improve. Can it be considered
for the
just and equitable ground by the tribunal
winding up of the company? Decide.
dematerialisation of
(c) Explain the process of
(5 marks cach)
securities.

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