Business Law, 3rd Edition

Business Law, 3rd Edition

by Tejpal Sheth
Released May 2017
Publisher(s): Pearson India
ISBN: 9789352861231

Read it now on the O’Reilly learning platform with a 10-day free trial.

O’Reilly members get unlimited access to books, live events, courses curated by job role, and more from O’Reilly and nearly 200 top publishers.

Start your free trial

Book description

Business law as a subject area deals with laws that dictate how to start, buy, manage, and close or sell any type of business. Hence, knowledge of business laws assumes great importance for anyone who is starting a business, or for any business manager, or chartered accountant. The content coverage of the book ensures that it caters to the needs of students pursuing B.Com, BBM, and MBA courses taught in various Indian universities. The book is also relevant for students pursuing professional courses like ICWA intermediate course. The book is written in concise and lucid manner using several examples, case studies, and exercises to make the content interesting and authentic.

Table of contents

  1. Cover
  2. Applying Macroeconomics to the Real World
  3. Title Page
  4. Contents
  5. Preface to the Third Edition
  6. Preface to the Second Edition
  7. Preface to the First Edition
  8. About the Author
  9. Introduction to Constitution of India
  10. 1 The Indian Contract Act, 1872: Nature and Kind of Contracts
    1. 1.1 Scope of the Act
    2. 1.2 What is a Contract?
    3. 1.3 Essential Elements of Valid Contracts—Section 10
    4. 1.4 Distinguish between an Agreement and a Contract
    5. 1.5 Types of Contract or Classification of Contract
    6. 1.6 Distinguish between Void and Voidable Contract
    7. 1.7 Distinguish between Void and Illegal Agreement
    8. 1.8 Similarities between Void and Illegal Agreements
  11. 2 The Indian Contract Act, 1872: Offer and Acceptance of an Offer
    1. 2.1 Essential Elements of an Offer (Proposal)
    2. 2.2 Legal Rules as to Offer
    3. 2.3 Distinguish between Invitation to Offer and an Offer
    4. 2.4 Classification of Offers or Kinds of Offers
    5. 2.5 Distinguish between General Offer and Specific Offer
    6. 2.6 Lapse of Offer or When Offer Comes to an End
    7. 2.7 Legal Rules for the Acceptance
    8. 2.8 General Rules as to Communication of Acceptance
    9. 2.9 Communication of Offer and Acceptance—Sections 4 and 5
  12. 3 The Indian Contract Act, 1872: Capacity of Parties and Consideration
    1. 3.1 Capacity of Parties
    2. 3.2 Minor
    3. 3.3 Effect of Minor’s Agreement
    4. 3.4 Different Position of a Minor
    5. 3.5 Minor’s Liability for Necessities
    6. 3.6 Person of Unsound Mind
    7. 3.7 Person Disqualified by Law
    8. 3.8 What is Consideration?
    9. 3.9 Type of Consideration
    10. 3.10 Essentials of Valid Consideration
    11. 3.11 Stranger to Contract and Stranger to Consideration
    12. 3.12 Exception to the Rule of Stranger to Contract
    13. 3.13 Exception to Rule ‘No Consideration No Contract’—Section 25
  13. 4 The Indian Contract Act, 1872: Free Consent
    1. 4.1 Meaning of a Consent—Section 13
    2. 4.2 Free Consent—Section 14
    3. 4.3 Coercion
    4. 4.4 Certain Threats do not Amount to Coercion
    5. 4.5 Undue Influence
    6. 4.6 When a Person is Deemed to be in Position to Dominance of will of Others?
    7. 4.7 Distinguish between Coercion and Undue Influences
    8. 4.8 Fraud
    9. 4.9 Essential Elements of Fraud
    10. 4.10 Exception to the Rule—Silence is not Fraud
    11. 4.11 Contract of Ubberimae Fidei
    12. 4.12 Effects of Fraud
    13. 4.13 Misrepresentation
    14. 4.14 Essential Elements of Misrepresentation
    15. 4.15 Distinguish between Fraud and Misrepresentation
    16. 4.16 Similarities between Fraud and Misrepresentation
    17. 4.17 Mistake
    18. 4.18 Distinguish between Unilateral Mistake and Bilateral Mistake
  14. 5 The Indian Contract Act, 1872: Void Agreement and Contingent Contract
    1. 5.1 When an Object or a Consideration is Unlawful?—Section 23
    2. 5.2 An Agreement Opposed to Public Policy
    3. 5.3 Agreements in Restraint of Trade—Section 27
    4. 5.4 Agreement in Restraint of Legal Proceedings—Section 28
    5. 5.5 Agreements Unlawful in Parts
    6. 5.6 Wagering Agreement—Section 30
    7. 5.7 Essentials of Wagering Agreement
    8. 5.8 Effects of Wagering Agreement
    9. 5.9 Distinguish between a Wagering Agreement and an Insurance Contract
    10. 5.10 Distinguish between a Wagering Agreement and a Contingent Contract
    11. 5.11 Illegal Agreement
    12. 5.12 Contingent Contract—Section 31
    13. 5.13 Essential Features of Contingent Contract
    14. 5.14 Rules Regarding Enforcement of Contingent Contract
    15. 5.15 Uncertain Agreement
    16. 5.16 Distinguish between a Void Agreement and a Void Contract
  15. 6 The Indian Contract Act, 1872: Performance of Contract
    1. 6.1 Essentials of a Valid Tender
    2. 6.2 Effects of a Valid Tender
    3. 6.3 Types of Tenders
    4. 6.4 Contracts which Need not to Perform
    5. 6.5 Who can Perform Contract?
    6. 6.6 Performance of Joint Promise—Sections 42–45
    7. 6.7 Time and Place for Performance of Promise—Sections 46–50
    8. 6.8 Who can Demand Performance of Promise?
    9. 6.9 Kinds of Reciprocal Promise
    10. 6.10 Rules Regarding Performance of Reciprocal Promises
    11. 6.11 Time is the Essence of a Contract
    12. 6.12 Appropriation of Payments—Sections 59–61
    13. 6.13 Assignment and Succession of a Contract
  16. 7 The Indian Contract Act, 1872: Discharge of a Contract
    1. 7.1 Discharge of a Contract
    2. 7.2 Discharge of a Contract on Performance
    3. 7.3 Discharge of a Contract by a Mutual Agreement or by an Implied Consent
    4. 7.4 Distinguish between a Novation and an Alteration
    5. 7.5 Distinguish between a Rescission and an Alteration
    6. 7.6 Discharge of a Contract by Impossibility of Performance
    7. 7.7 Specific Grounds of Subsequent Impossibilities
    8. 7.8 Cases where a Contract is not Discharged on the Ground of Supervening Impossibility
    9. 7.9 Discharge of a Contract by Lapse of Time
    10. 7.10 Discharge of a Contract by Operation of Law
    11. 7.11 Discharge of a Contract by Breach of Contract
  17. 8 The Indian Contract Act, 1872: Remedies for Breach of Contract and Quasi-contract
    1. 8.1 Rescission of a Contract—Section 39
    2. 8.2 Suit for Damages
    3. 8.3 Kinds of Damages
    4. 8.4 Suit for a Specific Performance
    5. 8.5 Suit for Injunction
    6. 8.6 Quantum Meruit
    7. 8.7 Quasi-Contract—Sections 68–72
    8. 8.8 Distinguish between a Quasi-Contract and a Contract
  18. 9 The Indian Contract Act, 1872: Indemnity and Guarantee
    1. 9.1 Indemnity Contract
    2. 9.2 Essential Elements of an Indemnity Contract
    3. 9.3 Right of an Indemnity Holder—Section 125
    4. 9.4 Guarantee
    5. 9.5 Essential Elements of Contract of Guarantee
    6. 9.6 Kinds of Guarantee
    7. 9.7 Revocation of a Continuing Guarantee
    8. 9.8 Surety’s Liability—Section 128
    9. 9.9 Rights of Surety
    10. 9.10 Discharge of a Surety
    11. 9.11 Difference between a Contract of Indemnity and a Contract of Guarantee
  19. 10 The Indian Contract Act, 1872: Bailment and Pledge
    1. 10.1 What is a Bailment?
    2. 10.2 Essentials of a Valid Bailment
    3. 10.3 Types of Bailment
    4. 10.4 Duties of a Bailee
    5. 10.5 Duties of a Bailor
    6. 10.6 Bailee’s Rights
    7. 10.7 Bailor’s Rights
    8. 10.8 Termination of a Bailment
    9. 10.9 Lien
    10. 10.10 Difference between a General Lien and a Particular Lien
    11. 10.11 Finder of Goods
    12. 10.12 Pledge
    13. 10.13 Rights of a Pawnee
    14. 10.14 Rights of a Pawnor
    15. 10.15 Pledge by a Non-Owner
    16. 10.16 Distinguish between a Bailment and a Pledge
  20. 11 The Indian Contract Act, 1872: Agency
    1. 11.1 Contract of Agency
    2. 11.2 Essentials for a Valid Agency
    3. 11.3 Test of an Agency
    4. 11.4 Difference between an Agent and a Servant
    5. 11.5 Difference between an Agent and an Independent Contractor
    6. 11.6 Different Kinds of Agents
    7. 11.7 Mode of Creating an Agency
    8. 11.8 Requisites of a Valid Ratification—Sections 198–200
    9. 11.9 Husband and Wife
    10. 11.10 Extent of an Agent’s Authority
    11. 11.11 Delegation of Authority by an Agent
    12. 11.12 Sub-Agent—Section 191
    13. 11.13 Substituted Agent or Co-Agent—Section 194
    14. 11.14 Difference between a Sub-Agent and a Substituted Agent
    15. 11.15 Duties of an Agent
    16. 11.16 Rights of an Agent 172
    17. 11.17 Position of a Principal and an Agent in Relation to Third Parties
    18. 11.18 Principal Relationship where an Agent Contracts for a Named Principal
    19. 11.19 Principal’s Relation where an Agent Contracts for an Unnamed Principal
    20. 11.20 Principal’s Relation where an Agent Contracts for an Undisclosed Principal
    21. 11.21 Personal Liabilies of an Agent
    22. 11.22 Termination of an Agency
    23. 11.23 Termination of an Agency by the Act of Parties
    24. 11.24 Termination of an Agency by the Operation of Law
    25. 11.25 Irrevocable Agency
  21. 12 The Partnership Act, 1932 184
    1. 12.1 Applicability of the Act
    2. 12.2 Definition of Partnership—Section 4
    3. 12.3 Essential Characteristics of Partnership
    4. 12.4 True Test of Partnership
    5. 12.5 Cases Where No Partnership Exists—Section 6
    6. 12.6 Distinguish between a Partnership and a Hindu Undivided Family
    7. 12.7 Distinguish between a Partnership and an Association
    8. 12.8 Distinguish between a Partnership and a Co-Ownership
    9. 12.9 Distinguish between a Partnership and a Club
    10. 12.10 Registration of Firm—Sections 56–71
    11. 12.11 Registration of Alterations—Sections 60–63
    12. 12.12 Time for Registration
    13. 12.13 Effects of Non-Registration—Section 69
    14. 12.14 Types of Partners
    15. 12.15 Position of a Minor Partner after Attaining Majority
    16. 12.16 Who can be a Partner in the Firm?
    17. 12.17 Rights of a Partner
    18. 12.18 Partner’s Optional Duties
    19. 12.19 Partner’s Compulsory Duties
    20. 12.20 Partnership Property—Section 14
    21. 12.21 Authority of Partner—Sections 19 and 22
    22. 12.22 Acts within the Implied Authority of a Partner
    23. 12.23 Acts Outside the Implied Authority of a Partner
    24. 12.24 Restriction on an Implied Authority
    25. 12.25 Liability of a Partner
    26. 12.26 Partner’s Authority in Emergency
    27. 12.27 Reconstitution of a Firm
    28. 12.28 Distinguish between Dissolution of a Partnership and Dissolution of a Firm
    29. 12.29 Dissolution without the order of Court—Sections 40–43
    30. 12.30 Dissolution with the order of Court—Section 44
    31. 12.31 Rights of Partners on Dissolution
    32. 12.32 Liabilities of Partners on Dissolution
    33. 12.33 Settlement of Accounts
    34. 12.34 Garner versus Murray Rule
    35. 12.35 Mode of Giving a Public notice
  22. 13 Sales of Goods Act, 1930
    1. 13.1 Applicability
    2. 13.2 Definition
    3. 13.3 Essentials of Valid Sales
    4. 13.4 Distinguish between a Sale and an Agreement to Sell
    5. 13.5 Distinguish between a Sale and a Hire–Purchase
    6. 13.6 Distinguish between a Sale and a Bailment
    7. 13.7 Contract for Work and Skill
    8. 13.8 Types of Goods
    9. 13.9 Price of Goods—Sections 9 and 10
    10. 13.10 Consequences of Destruction of Specific Goods—Sections 7 and 8
    11. 13.11 Conditions and Warranties
    12. 13.12 Implied Conditions
    13. 13.13 Implied Warranties
    14. 13.14 Distinguish between a Condition and a Warranty
    15. 13.15 Doctrine of Caveat Emptor
    16. 13.16 Transfer of Ownership of Specific Goods—Sections 20–22
    17. 13.17 Transfer of Ownership in the Case of Unascertained Goods—Sections 18 and 23
    18. 13.18 Transfer of Ownership in Case of Goods Sale on Approval or on Sale or Return Basis—Section 24
    19. 13.19 Passing of Risk
    20. 13.20 Rules Regarding Delivery of Goods—Sections 32–39
    21. 13.21 Unpaid Seller
    22. 13.22 Rights of Unpaid Seller
    23. 13.23 Right of Lien
    24. 13.24 Right of Stoppage in Transit—Sections 50–52
    25. 13.25 Right of Resale
    26. 13.26 Right to withhold Delivery of Goods
    27. 13.27 Delivery to Carrier
    28. 13.28 Buyer’s Right Against the Seller or Remedies Against Seller—Sections 55–61
    29. 13.29 Sale by Non-Owners or Transfer of Title by Non-Owners—Sections 27–30
    30. 13.30 Auction Sale—Section 64
    31. 13.31 Delivery of Goods in Contract by Sear Route
  23. 14 The Negotiable Instrument Act, 1881
    1. 14.1 Introduction to Negotiable Instruments
    2. 14.2 Essentials or Characteristics of a Negotiable Instrument
    3. 14.3 Presumptions as to Negotiable Instruments
    4. 14.4 Promissory Note—Section 4
    5. 14.5 Essentials Characteristics of a Promissory Note
    6. 14.6 Bill of Exchange—Section 5
    7. 14.7 Difference between Promissory Note and Bill of Exchange
    8. 14.8 Cheque—Section 7
    9. 14.9 Difference between Bill of Exchange and Cheque
    10. 14.10 Difference between Electronic Cheque and Trancated Cheque
    11. 14.11 Capacity of a Person to be a Party to a Negotiable Instrument
    12. 14.12 Classification of Negotiable Instruments
    13. 14.13 Distinguish between Inland and foreign Bills
    14. 14.14 Incomplete Instrument or Inchoate Instrument—Section 20
    15. 14.15 Distinguish between Ambiguous Instrument and Inchoate Instrument
    16. 14.16 Maturity of a Negotiable Instrument—Sections 22–25
    17. 14.17 A Negotiable Instrument Made without Consideration
    18. 14.18 Negotiation—Section 14
    19. 14.19 Endorsement—Sections 15 and 16
    20. 14.20 Kinds of Endorsements—Sections 16, 50, 52 and 56
    21. 14.21 Negotiation Back
    22. 14.22 Distinction between Negotiation and Assignment
    23. 14.23 Crossing of Cheque
    24. 14.24 Bouncing or Dishonour of Cheques—Sections 31 and 138
    25. 14.25 Holder—Section 8
    26. 14.26 Privileges of a Holder in Due Course
    27. 14.27 Difference between Holder and Holder in Due Course
    28. 14.28 Payment in Due Course—Section 10
    29. 14.29 Protection to Paying Banker—Section 85
    30. 14.30 Liability/Duty of the Paying Banker and Collecting Banker—Section 129
    31. 14.31 When Banker Must Refuse to Honour a Customer’s Cheque
    32. 14.32 Banker may Refuse to Honour a Customer’s Cheque
    33. 14.33 Effect of Non-Presentment of Cheque within Reasonable Time
    34. 14.34 Material Alteration—Sections 87–89
    35. 14.35 Acceptance of Bill
    36. 14.36 Dishonour by Non-Acceptance
    37. 14.37 Acceptance for Honour
    38. 14.38 Payment for Honour
    39. 14.39 Dishonour by Non-Payment
    40. 14.40 Notice of Dishonour
    41. 14.41 Noting and Protesting—Sections 99–104(A)
    42. 14.42 Drawee in Case of Need
    43. 14.43 Discharge of a Negotiable Instrument
    44. 14.44 Discharge of a Party
    45. 14.45 Hundi
  24. 15 Consumer Protection Act, 1986
    1. 15.1 Object of the Act
    2. 15.2 Extent and Coverage of the Act
    3. 15.3 Rights of Consumer
    4. 15.4 Definition
    5. 15.5 Who can File a Complaint
    6. 15.6 Redressal Machinery Under the Act
    7. 15.7 How to File a Complaint
    8. 15.8 Relief Available to the Consumers
    9. 15.9 Procedure for Filing the Appeal
    10. 15.10 Speedy Disposal
    11. 15.11 Powers of the Dispute Redressal Agencies
  25. 16 Foreign Exchange Management Act, 1999
    1. 16.1 Application of Act—Section 1
    2. 16.2 Fera vs Fema
    3. 16.3 Definition
    4. 16.4 Authorized Persons
    5. 16.5 Current Account Transaction
    6. 16.6 Export of Goods and Services
    7. 16.7 Capital Account Transactions—Section 2(E)
    8. 16.8 Acquisition and Transfer of Immovable Property in India
    9. 16.9 Acquisition and Transfer of Immovable Property Outside India
    10. 16.10 Establishment in India of Branch or Office or other Place of Business
    11. 16.11 Acceptance of the Deposit
    12. 16.12 Export and Import of Currency
    13. 16.13 Possession and Retention of foreign Currency
    14. 16.14 Realization, Repartiation and Surrender of Foreign Exchange
    15. 16.15 Enforcement Directorate
    16. 16.16 Departmental Adjudication—Section 16
    17. 16.17 Compounding of Offence
    18. 16.18 Liberalized Remittance Scheme for Resident Individuals
  26. 17 Information Technology Act, 2000
    1. 17.1 Introduction
    2. 17.2 Objective of Act
    3. 17.3 Scope of the Act
    4. 17.4 Definitions
    5. 17.5 Digital Signature
    6. 17.6 Electronic Governance
    7. 17.7 Digital Signature Certification
    8. 17.8 Cyber Appellate Tribunal—Section 49
    9. 17.9 Penalties and Adjudication
    10. 17.10 Offences
    11. 17.11 Liability of Body Corporate
    12. 17.12 Duties of Controllers of Certifying Authority
    13. 17.13 Duties of the Certifying Authorities
    14. 17.14 The Duties of a Subscriber
    15. 17.15 Power of the Central Government to Make Rules—Section 87
    16. 17.16 Issue not Covered in Information Technology Act
    17. 17.17 Excluding Liability of Intermediaries—Section 79
    18. 17.18 National Nodal Agency—Section 70A
    19. 17.19 Indian Computer Emergency Response Team—Section 70B
    20. 17.20 Power of a Police Officer and other Officers to Enter, Search, etc.—Section 80
  27. 18 Companies Act, 2013 : Types of Companies and Their Characteristics
    1. 18.1 Definition of a Company
    2. 18.2 The Characteristics of a Company
    3. 18.3 Body Corporate
    4. 18.4 Lifting of the Corporate Veil
    5. 18.5 Illegal Association
    6. 18.6 Effects of an Illegal Association
    7. 18.7 Advantages of Incorporation
    8. 18.8 Definition of a Public Company
    9. 18.9 Definition of a Private Company
    10. 18.10 Distinction between Private and Public Company
    11. 18.11 Limited Liability Companies
    12. 18.12 Unlimited Liability Company
    13. 18.13 Conversion of a Private Company into a Public Company
    14. 18.14 Government Companies
    15. 18.15 Foreign Company—Section 2(42)
    16. 18.16 Holding and Subsidiary Companies
    17. 18.17 Promoter
    18. 18.18 Legal Position of Promoters
    19. 18.19 Duties of Promoter of a Company
    20. 18.20 Preliminary Contracts or Pre-Incorporation Contract
    21. 18.21 Effects of Pre-Incorporation Contracts
    22. 18.22 Steps to obtain Certificate of Incorporation
    23. 18.23 One Person Company
    24. 18.24 The Features of one Person Company
    25. 18.25 Terms and Restrictions of one Person Company
  28. 19 Companies Act, 2013: Memorandum, Articles of Association and Prospectus
    1. 19.1 Define the Memorandum of Association
    2. 19.2 Purpose of Memorandum of Association
    3. 19.3 Provisions Relating to Printing and Signature of Memorandum
    4. 19.4 Form of Memorandum of Association—Section 4
    5. 19.5 Contents of the Memorandum of Association—Section 4
    6. 19.6 Legal Requirements as to the Name Clause
    7. 19.7 Legal Requirements as to the Registered Office Clause
    8. 19.8 Display of Registered Office Address
    9. 19.9 Legal Requirements as to the Objects Clause
    10. 19.10 Legal Requirements as to the Liability Clause
    11. 19.11 Capital Clause
    12. 19.12 Association or Subscription Clause
    13. 19.13 Provisions for Change in Name Clause of Memorandum of Company or Alteration of Name Clause
    14. 19.14 Procedure to Change Registered Office from one Place to Another within the Same City
    15. 19.15 Procedure to Change Registered Office from one City to Another within Jurisdiction of the same Roc within the Same State
    16. 19.16 Procedure to Change the Registered Office from the Jurisdiction of One Roc to the Jurisdiction of Another Roc within the Same State—Section 12
    17. 19.17 Procedure to Change the Registered Office from one State to Another
    18. 19.18 Procedure for Changing the Objects Clause of the Memorandum—Section 13
    19. 19.19 Alteration of Liability Clause
    20. 19.20 Doctrine of Ultra Vires
    21. 19.21 Effects of Ultra Vires Transaction
    22. 19.22 Articles of Association
    23. 19.23 Distinguish between Memorandum and Articles of Association
    24. 19.24 Provision Related to Printing and Signature of Articles
    25. 19.25 Contents of the Articles of Association
    26. 19.26 Procedure for the Alteration of Articles of Association—Section 14
    27. 19.27 Limitations on Alteration of Articles
    28. 19.28 Binding Effects of Memorandum and Articles of Association
    29. 19.29 Doctrine of Constructive notice
    30. 19.30 Doctrine of Indoor Management
    31. 19.31 Exceptions to the Doctrine of Indoor Management
    32. 19.32 Prospectus
    33. 19.33 Circumstances when the Prospectus is not Required to be Issued
    34. 19.34 Abridged Prospectus—Section 33
    35. 19.35 Statutory Requirements in Relation to a Prospectus
    36. 19.36 Red Herring Prospectus—Section 32
    37. 19.37 The Contents of a Prospectus. Section 26 and Rule 3, 5 of Companies (Prospectus and Allotment of Securities) Rules, 2014
    38. 19.38 Refusal to Registrar Prospectus by the Registrar of Companies
    39. 19.39 Shelf Prospectus and Information Memorandum—Section 31
    40. 19.40 Misstatement in Prospectus
    41. 19.41 Liability for Misstatement in Prospectus—Section 34–35
    42. 19.42 Defenses Available to Directors in Case of Misleading Prospectus
    43. 19.43 Defenses Available to Experts in Case of Misleading Prospectus
  29. 20 Companies Act, 2013: Share Capital and Transfer of Shares
    1. 20.1 Share Capital
    2. 20.2 Nature of Shares
    3. 20.3 Equity Shares
    4. 20.4 Preference Shares
    5. 20.5 Kinds of Preference Shares
    6. 20.6 Redemption of Redeemable Preference Shares (Section 55)
    7. 20.7 Equity Shares with Differential Rights or Non-Votingshares—Rule 4 of Companies (Share Capital and Debentures) Rules, 2014
    8. 20.8 Voting Rights to Shareholders—Section 47
    9. 20.9 Allotment of Securities
    10. 20.10 General Provisions for the Allotment of Securities
    11. 20.11 Mode of Issue of Securities—Section 23
    12. 20.12 Legal Rules for Allotment—Section 39-40
    13. 20.13 Return of Allotment—Section 39
    14. 20.14 Underwriting Agreement—Section 40 (6) Read with Rule 13 of Companies (Prospectus and Allotment of Securities) Rules, 2014
    15. 20.15 Brokerage
    16. 20.16 Alteration of Share Capital Clause—Section 61
    17. 20.17 Reduction of Share Capital—Section 66
    18. 20.18 Procedure to the Reduction of Share Capital—Section 66
    19. 20.19 Diminution of Share Capital
    20. 20.20 Issue of Shares at Premium
    21. 20.21 Utilisation of Securities Premium Amount—Section 52
    22. 20.22 Conditions for the Issue of Shares at Discount—Section 53
    23. 20.23 Stock or Stock Certificate
    24. 20.24 Distinguish between ‘Share’ and ‘Stock’
    25. 20.25 forfeiture of Shares
    26. 20.26 Legal Requirements for forfeiture of Shares
    27. 20.27 Effect of forfeiture of Shares
    28. 20.28 Surrender of Shares
    29. 20.29 Lien on Shares—Rules 9 to 12, Table ‘F’ of Companies Act, 2013
    30. 20.30 Bonus Shares—Section 63
    31. 20.31 Pre-Emptive Right or Right Shares—Section 62
    32. 20.32 Call on Shares
    33. 20.33 Requisites for Valid Calls
    34. 20.34 Calls in Arrear
    35. 20.35 Calls in Advance
    36. 20.36 Buy-Back of Shares—Section 68
    37. 20.37 Member
    38. 20.38 Who can Become a Member of a Company?
    39. 20.39 Minor as Member of Company
    40. 20.40 Termination of Membership
    41. 20.41 Rights of a Member of the Company
    42. 20.42 Rights of Members as a Group
    43. 20.43 Transfer of Shares—Sections 56 and 58
    44. 20.44 Procedure of Transfer—Section 56
    45. 20.45 Nomination—Section 72
    46. 20.46 Transmission of Securities
    47. 20.47 Certificate of Security—Section 56
    48. 20.48 Distinction between Share and Share Certificate
    49. 20.49 Duplicate Share Certificate
    50. 20.50 Debenture
    51. 20.51 Types of Debenture
    52. 20.52 Rights of Debenture Holder
    53. 20.53 Debenture Trustee—Section 71
    54. 20.54 Functions of Debenture Trustees—Section 71 Read with Rule 18 of Companies (Share Capital and Debentures) Rules, 2014
    55. 20.55 Provisions for Creation of Debenture Redeption Reserve—Section 71 Read with Rule 18 of Companies (Share Capital and Debentures) Rules, 2014
  30. 21 Companies Act, 2013: Meeting and Power of Board
    1. 21.1 Kinds of Company Meetings
    2. 21.2 Requisites of a Valid Meeting
    3. 21.3 Different Manner of Serving notice to Members
    4. 21.4 Provisions Regarding notice of General Meeting
    5. 21.5 Annual General Meeting (Agm)—Section 96
    6. 21.6 Report on Agm—Section 121
    7. 21.7 Notice of Annual General Meeting
    8. 21.8 Default in Holding an Annual General Meeting—Section 97-99
    9. 21.9 Usual Business at an Agm—Section 102
    10. 21.10 Extraordinary General Meeting—Egm—Section 100
    11. 21.11 Extraordinary General Meeting on Requisition
    12. 21.12 Eogm by Tribunal—Section 98
    13. 21.13 Proxy—Section 105
    14. 21.14 Revocation of Proxy After Appointment
    15. 21.15 Quorum for General Meeting—Section 103
    16. 21.16 Chairman of a General Meeting—Section 104
    17. 21.17 Powers of the Chairman of a General Meeting
    18. 21.18 Poll—Section 109
    19. 21.19 Postal Ballot—Section 110
    20. 21.20 Procedure for Passing Resolution by Postal Ballot
    21. 21.21 Business Passing Resolution through Postal Ballot
    22. 21.22 Adjournment of Meeting
    23. 21.23 Meeting of Debenture Holders
    24. 21.24 Meeting of Creditors
    25. 21.25 One-Man Meeting
    26. 21.26 Motion
    27. 21.27 Kinds of Resolutions
    28. 21.28 Resolution Requiring Special notice—Section 115
    29. 21.29 Minutes of Proceedings of General Meeting—Section 118-119
    30. 21.30 Meaning of Board of Directors
    31. 21.31 Powers of the Board of Directors Which can be Exercised at their Meeting—Section 179
    32. 21.32 Prohibition and Restriction Regarding Political Contributions by Directors—Section 182
    33. 21.33 Power of the Board to Make Contribution to National Defence Fund—Section 183
    34. 21.34 Powers that can only be Exercised by the Board of Directors of a Public Company with the Consent of the Company in a General Meeting—Section 180
    35. 21.35 Prohibition and Restriction Regarding Charitable Fund by Directors—Section 181
    36. 21.36 Restriction on Non-Cash Transaction Involving Directors—Section 192
    37. 21.37 Prohibition on forward Dealings in Securties of Company—Section 194
    38. 21.38 Prohibition on Insider Trading—Section 195
    39. 21.39 Frequency of Board Meetings—Section 173
    40. 21.40 Day, Time and Place of Board Meeting
    41. 21.41 Notice of Board Meeting—Section 173
    42. 21.42 Content of Board Meeting Notice
    43. 21.43 Quorum for Board Meeting—Section 174
    44. 21.44 Matters which cannot be Dealt at Board Meeting through Video Conferencing
    45. 21.45 Chairman of Board Meeting
    46. 21.46 Voting at Board Meeting
    47. 21.47 Minutes of Board Meeting—Section
  31. 22 Companies Act, 2013: Management of Company
    1. 22.1 Definition of Director
    2. 22.2 Disqualification of Director—Section 164
    3. 22.3 Legal Position of Director
    4. 22.4 Duties of a Director—Section 166
    5. 22.5 Appointment of Directors
    6. 22.6 Appointment of First Directors—Section 152
    7. 22.7 Appointment of Directors at General Meeting or Directors Retirement by Rotation—Section 152
    8. 22.8 Deemed Appointment of Retiring Director—Section 152
    9. 22.9 Appointment of Director other than a Retiring Director—Section 160
    10. 22.10 Consent of Director with Roc and Company—Section 152
    11. 22.11 Director Identification Number—Section 153–159 and Rule 9
    12. 22.12 Appointment of Director by Board of Directors—Section 161
    13. 22.13 Appointment of Additional Director—Section 161(1)
    14. 22.14 Filling up Casual Vacancy—Section 161(4)
    15. 22.15 Alternate Director—Section 161(2)
    16. 22.16 Nominee Director—Section 161(3)
    17. 22.17 Who is an Idependent Director?—Section 149(6)
    18. 22.18 Provisions Relating to Independent Director—Section 149
    19. 22.19 Minimum and Maximum Number of Directors—Section 149
    20. 22.20 Small Shareholders’ Directors—Section 151 along with Rule 7 of Companies (Appointment and Qualification of Directors) Rules, 2014
    21. 22.21 Minimum and Maximum Number of Directors—Section 149(1)
    22. 22.22 Number of Directorship—Section 165
    23. 22.23 Vacation of Office of Director—Section 167
    24. 22.24 Removal of Director by Shareholder—Section 169
    25. 22.25 Compensation for Loss of Office—Section 202
    26. 22.26 Resignation by Director—Section 168 and Rule 15-16
    27. 22.27 Validity of the Acts of the Director Where His Appointment is Invalid—Section 176
    28. 22.28 Power of Board of Directors
    29. 22.29 Related Party Transaction—Section 188
    30. 22.30 Disclosure of Director’s Interest—Section 184
    31. 22.31 Loan to Directors—Section 185
    32. 22.32 Managing Director—Section 2(54)
    33. 22.33 Disqualification of Managing Director or Whole-Time Director or Manager—Section 196
    34. 22.34 Whole-Time Director—Section 2(94)
    35. 22.35 Distincton between Managing Director and Whole-Time Director
    36. 22.36 Manager—Section 2(53) of Companies Act 2013
    37. 22.37 Distinction between Managing Director and Manager
    38. 22.38 Appointment of Key Managerial Personnel—Section 203
    39. 22.39 Managerial Remuneration
    40. 22.40 Methods of Determination of Remuneration
    41. 22.41 Overall Limits on Managerial Remuneration
    42. 22.42 Managerial Remuneration Where the Company Has Profit
    43. 22.43 Managerial Remuneration Where Company has no Profit or Inadequate Profit
    44. 22.44 Salient Features of Schedule-V of Companies Act, 2013
    45. 22.45 Effective Capital
  32. 23 Payment of Bonus Act, 1965
    1. 23.1 Introduction
    2. 23.2 Application of the Act
    3. 23.3 Act not to Apply to Certain Classes of Employees—Section 32
    4. 23.4 Definition
    5. 23.5 Who is Entitled to Bonus?
    6. 23.6 Disqualification for Bonus—Section 9
    7. 23.7 Computation of the Number of Working Days
    8. 23.8 Who is Liable to Pay Bonus?
    9. 23.9 Payment of Minimum Bonus—Section 10
    10. 23.10 Payment of Maximum Bonus—Section 11
    11. 23.11 Calculation of Bonus with Respect to Certain Employees—Section 12
    12. 23.12 Adjustment of Customary or Interim Bonus—Section 17
    13. 23.13 Set on and Set off of Allocable Surplus—Section 15
    14. 23.14 Liability of the New Firm to Pay Bonus—Section 16
    15. 23.15 Presumptions about the Accuracy of Balance Sheet and Profit and Loss Account of the Company—Section 23
    16. 23.16 Procedure as Regards the Recovery of Bonus—Section 21
    17. 21.17 Time Limit for the Payment of Bonus—Section 22
    18. 23.18 Powers of Inspectors—Section 27
    19. 23.19 Application of the Act to Establishment in Public Sector—Section 20
    20. 23.20 Bonus Linked with Production or Productivity—Section 31 A
    21. 23.21 Power of Exemption—Section 36
  33. 24 The Payment of Gratuity Act, 1972
    1. 24.1 What is Gratuity?
    2. 24.2 Scope of Payment of Gratuity Act, 1972
    3. 24.3 Definition
    4. 24.4 Circumstances in Which the Gratuity Becomes Payable
    5. 24.5 To whom is the Gratuity Payable?
    6. 24.6 Calculation of the Amount of Gratuity Payable
    7. 24.7 forfeiture of Gratuity—Section 4(B)
    8. 24.8 Rules for the Nomination of Gratuity
    9. 24.9 Rules as to Determination of the Amount of Gratuity
    10. 24.10 Payment of Gratuity in Case of a Dispute—Section 7(4)
    11. 24.11 Rules for the Recovery of Gratuity—Section 8
    12. 24.12 Compulsory Insurance of the Employee
    13. 24.13 Rules Regarding Appointment of an Inspector under the Act
    14. 24.14 Powers of Inspectors
    15. 24.15 Provisions Relating to Penalties—Sections 9–12
    16. 24.16 Appeal for Payment of Gratuity
  34. 25 Employees Provident Fund and Miscellaneous Provisions Act, 1952
    1. 25.1 Basic
    2. 25.2 Applicability of the Act
    3. 25.3 Definitions
    4. 25.4 Central Board—Section 5
    5. 25.5 Employee’s Pension Fund Scheme—Section 6
    6. 25.6 Employees’ Pension Scheme—Section 6A
    7. 25.7 Employees Deposit Link Insurance Scheme—Section 6B
    8. 25.8 Recovery of Money Due From Employer—Section 8B
    9. 25.9 Transfer of Accounts—Section 17A
    10. 25.10 Transfer of Establishment—Section 17B
    11. 25.11 Protection of Fund of Employee from Attachment—Section 10
  35. 26 Limited Liability Partnership Act, 2008
    1. 26.1 Features of LLP
    2. 26.2 Difference between Partnership and LLP
    3. 26.3 Difference between Company and LLP
    4. 26.4 LLP Agreement
    5. 26.5 Incorporation Document—Section 11
    6. 26.6 Incorporation by Registration
    7. 26.7 Partner—Section 5-6
    8. 26.8 Designated Partner—Section 7–9
    9. 26.9 Major Duties of a Designated Partner
    10. 26.10 Registered Office
    11. 26.11 Name of LLP—Sections 11–21
    12. 26.12 Name Guideline—Rule 18 of LLP Rules, 2009
    13. 26.13 Partners and their Relations and Extent of Liability—Sections 22–31
    14. 26.14 Whistle Blowing—Section 31
    15. 26.15 Contribution by Partner—Section 32–33
    16. 26.16 Voting Right
    17. 26.17 Audit and Financial Disclosures—Section 34–35
    18. 26.18 Assignment and Transfer of Partnership Rights—Section 42
    19. 26.19 Investigation—Sections 43–46
    20. 26.20 foreign LLP—Section 59 and Rule 34
    21. 26.21 Taxation of LLP
    22. 26.22 Conversion of Partnership Firm or Private Company or Unlisted Public Company into LLP—Sections 55– 58
    23. 26.23 Steps for Conversion of Partnership into LLP
    24. 26.24 Conversion of Private Compnay into LLP
    25. 26.25 Compromise, Arrangement or Reconstruction of LLPS—Section 60
    26. 26.26 Winding-Up of LLP—Sections 63 and 64
    27. 26.27 Advantages of LLP
    28. 26.28 Disadvantages of LLP
  36. 27 Employees’ State Insurance Act, 1948
    1. 27.1 Introduction
    2. 27.2 Definitions
    3. 27.3 Insurable Employee
    4. 27.4 Contribution
    5. 27.5 ESI Benefits—Section 46
    6. 27.6 ESI Court—Sections 74–75
  37. Index
  38. Copyright

Product information

  • Title: Business Law, 3rd Edition
  • Author(s): Tejpal Sheth
  • Release date: May 2017
  • Publisher(s): Pearson India
  • ISBN: 9789352861231