1. Legal Environment of Business
Class of
: 2013
Academic Year
: First
Course Code
: SL GM 502
Semester
: II
Credit
: 3
Sessions
: 30
Learning Objective
After completing the course the student will be able to
List business contracts and important clauses in corporate & commercial agreements
Explain Acts related to Financial Service
Understand cyber law and its application
Discuss environment protection and business obligations
Analyse Alternative Dispute Resolution Mechanisms
REFERENCE BOOKS
AUTHOR / PUBLICATION
Legal Environment of Business
IUP
Students Guide To Company Law: University
Edition
Majumdar,AK / Kapoor,
Publications - 2005
Student's Guide to Income Tax – 40th e
Dr Singhania, V K /Dr Singhania, Monica.
Taxmann Publications - 2009
Company Law & Secretarial Practice
Kapoor, N D. Sultan Chand & Sons - 2008
Income Tax Law & Practice
Gaur, VP / Narang, DP. Kalyani Publishers 2008
Elements of Mercantile Law
Kapoor, N D. Sultan Chand & Sons - 1999
Nabhi's manual of SEBI : Guidelines on
capital issues merchant banking and mutual
funds
Nabhi Publications - 1993
Mercantile Law
Singh, Avatar. Eastern Book Company - 2006
nd
GK.
Taxmann
Banking Law and Practice, 22 e
Varshney, PN. Sultan Chand & Sons - 2009
Law Relating To Information Technology:
Cyber Laws
Satya, Prasad Tvr. Asia Law House - 2001
Detailed Syllabus
Introduction to Legal Environment
Meaning of Law – Purpose of Law – Sources of
Law – Classification of Law – Torts – National
and International Law – Evolution of Mercantile
/ Business Law – International Business Law –
Justice Delivery System in India.
Types of Contracts – Valid Contracts –
Voidable Contracts – Breach of Contracts
and Remedies – Payment of Damages
Contracts of Agency – Rights and Duties
of Principal and Agent – Termination of
Agency
Special Contracts – Guarantee / Indemnity
/ Letter of Credit / Lien / Set Off
Business Contracts
Legal Elements of Contracts – Parties –
Offer – Acceptance – Consideration
Important Clauses in
Commercial Agreements
Corporate
&

2. - Description of Parties – Recitals of
Subject – Consideration – Covenants
and Undertakings – Signatures and
Attestation – Endorsement and
Supplement Deeds – Stamp Duty and
Registration – Applicable Law – Force
Majeure – Notice – Arbitration.
Employer and Employee Contracts
–
Obligations
–
Termination – Liquidated damages –
Data Privacy – Confidentiality –
Indemnification.
- Conditions
Legal Formalities and Registration –
Rights and Liabilities of Members – Sole
Proprietorship – Partnership – society
Limited Liability Partnership Firms (LLPs)
– Hindu Undivided Family (HUF).
Insolvency – Acts of Insolvency –
Consequences.
Law Relating To Corporate Business Entities
Advantages of a Corporate Entity – Salient
Features of a Company – Lifting the
Corporate Veil – Types of Companies –
Difference between Private and Public
Companies
Incorporation of a Company – Documents
of Incorporation
–
Transfer of Shares – Buyback of Shares –
Dividend on Shares.
Company Management – Qualifications
for Appointment of Directors – Duties and
Liabilities of Director
-
Voting- Proxy
Board Meetings – Statutory Meetings
Resolutions.
Winding up
Property Law for Business
Classification of Property – Moveable and
Immovable Property / Tangible and
Intangible Assets
Sale and Agreement to Sell – Rights and
Duties of Seller and Buyer – Rights of
Unpaid Seller (Sale of Goods Act)
-
Hypothecation / Pledge of Current
Assets – Rights and Liabilities of
Parties
-
Mortgage of Immovable Property
-
Registration
Companies
of
Charges
by
Hire Purchase / Lease of Property
Exchange / Gift / Assignment of Property
Intellectual Property Rights
-
Classification – Protection of IPR
Law
against
infringement
–
Remedies.
Business and Tax Laws
Classification of Taxes – Income Tax – Wealth
Tax – Excise Customs Duty – Sales Tax – VAT
– Service Tax.
Banking – Regulation of Banking in India –
RBI & Banking Regulations Act
-
Negotiable Instruments Act
-
Kinds of Negotiable Instruments –
Special Characteristics – Cheques –
Crossing of Cheques – Endorsements
-
Banker’s Duties and Liabilities for
Collection and Payment of Cheques
-
Dishonor of Cheques – Liabilities of
Parties and Penalties
Meetings and Resolutions
Annual
General
Meeting
Extraordinary General Meeting
Mergers and Acquisitions
Financial Services – Legal and Regulatory
Environment
Share Capital and Allotment
-
Reconstruction and Amalgamation
Borrowing against Property as Security
Non-Corporate Business Entities
Raising of Capital from Public
Prospectus – SEBI Guidelines.
-
–

3. -
SARFAESI Act – Salient Features –
Execution.
Insurance
-
-
-
Essential Elements
Contracts
of
Insurance
Principles of Insurance – Insurable
Interest – Indemnity – Causa Proxima
– Risk – Mitigation of Loss –
Subrogation – Contribution –
Reinsurance – Double Insurance.
Environmental Legislations in India – An
Overview.
Alternative Dispute Resolution Mechanisms
(ADR)
Alternative
Mechanisms
Dispute
resolution
Arbitration and Conciliation Law in India.
Cases
Faculty will be handling eight or more cases.
Standard Clauses in Insurance
Policies – Fire Insurance – Marine
Insurance – Liability Insurance.
Nuisance Must Happen!
IRDA – Role and Functions
Can Advertisements Create a Contract?
Trading of Securities – Market Regulation
by Companies Act – Securities Contracts
Regulation – SEBI – Stock Exchanges –
Depositories.
Application of IT Act, 2000 to Contracts and
Transactions
and
Authentication
Contracts over Telephone
But …… Minor is an Innocent!
Identity Crisis in Contracts
Unilateral Mistake and Blind Belief
Business Transactions and Cyber Law
Digital Signature
Electronic Records
Overseas Liability for Credit Card Issuers
of
Stranger to Contract
Confusion over Subject
Claim beyond Sight
VRS: Is It a Right of the Employee?
Cyber Offences and Penalties.
Agreeing under Pressure
Competition and Consumer Protection
Is a Bank Guarantee More than a Normal
Guarantee?
Consumer Protection Law in India –
Redressal Procedure
Competition Law in India – Prohibition of
Anti-competitive Agreements and Abuse
of Dominant Position
Proof of Agency: Whose Burden?
Letter of Credit and Sale
Can there be a Pledge by Documents?
Implied Authority of Partners
Restrictive and Unfair Trade Practices
Salomon and Salomon: Is One and the
Same?
Product Liability
Is a Company a Citizen?
Public Interest Litigation in India
Do Workmen Have a Stake in the
Company?
Class Action Suits in US.
Environment
Obligations
Protection
“Monsoon Wedding”: Only by Invitation
and
Business
Types of Pollution
Rule of Strict Liability and Absolute
Liability
Applicability of Criminal Law
Harsh Truths in Software Piracy
Recognize Profit: Ignore Loss!
Purchase of Business vs. Purchase of
Property
Over Flowing Cash: Is it a Losing
Business?

4. Suggested Schedule of Sessions
Dishonour of Cheque: Jeopardy of a Joint
Account Holder
Stop Payment Cannot Save Criminal
Action?
Should Insurer Compensate Loss from
Riots?
Manipulating Public Issue: Is it a Fraud?
Know Your Customer
Invasion of Privacy over Internet
Car Parking in Hotel Premises at Risk
Seeds Fail the Farmer
Trade and Environment: Conflict and
Compatibility
Arbitration Clause is Enough to Arbitrate
(Source: Case Studies in Management
Volume IX)
Topic
No. of
Sessions
Introduction to Legal Environment
(including case discussion)
2
Business Contracts (including case
discussion)
5
Non-Corporate Business Entities
(including case discussion)
2
Law Relating to Corporate
Business Entities (including case
discussion)
5
Property Law for Business
(including case discussion)
4
Business and Tax Laws (including
case discussion)
2
Financial Services – Legal and
Regulatory Environment
(including case discussion)
5
Business Transactions and Cyber
Law (including case discussion)
1
Competition and Consumer
Protection (including case
discussion)
2
Environment Protection and
Business Obligations (including
case discussion)
1
Alternative Dispute Resolution
Mechanisms (including case
discussion)
1
Total
30