Inroduction to companies act 1956

1,181 views

Published on

0 Comments
2 Likes
Statistics
Notes
  • Be the first to comment

No Downloads
Views
Total views
1,181
On SlideShare
0
From Embeds
0
Number of Embeds
2
Actions
Shares
0
Downloads
44
Comments
0
Likes
2
Embeds 0
No embeds

No notes for slide

Inroduction to companies act 1956

  1. 1.  It has been Amendmended in 2002 and 2006 Section 3(1)(i) of the Companies Act 1956 defines a company as : “A company means a company formed and registered under this act or an existing company.” Company is Defined as “a voluntary incorporated association which is an artificial person , created by law with limited liability having a common seal and perpetual succession” If an association is not incorporated under companies act ,it becomes illegal association .
  2. 2.  Registration Distinct person- separate legal personality Perpetual succession Artificial person Transferable shares Limited liability Common seal Separate Property Capacity to sue and be sued
  3. 3. Royal Charted CompanyStatutory CompanyRegistered CompanyCompany Ltd SharesCompany Ltd by GuaranteeUnlimited Company
  4. 4.  The company being and artificial person carries on its activities and Business through individuals called directors [Sec.2(13)] Every company has atleast 2 directors Maximum permissible limit of directors is 12 .where the number of directors Fall below the maximum number the remaining directors cannot act
  5. 5.  Under Sec253 and 266A to 266G DIN means director identification number which the central government May allot to any individual intending to be appointed as a director or to Any existing director of a company for the purpose of his identification An individual has to apply to the central government for allotment of DIN Any individual cannot be given two DINS
  6. 6.  Directors shall be appointed in the General Meeting by theCompany Retiring director or a person other than retiring director can beappointed as a Director of the company At a general meeting of a public or a private company a motionshall not be made For two or more directors
  7. 7.  Share qualification means the share to be taken by the director to qualify him As a director of the company It is duty of every director to hold a specified share qualification The act however does not prescribe any share qualification
  8. 8.  No person shall hold the office at the same time as a directors in more than15 companies Under Sec 285Exceptions: A private company which is neither a subsidary nor a holding company of a Public company An unlimited company Not profit organization A company in which such person is only an alternative director
  9. 9.  By Shareholders Under Sec 284 A company may buy ordinary resolution to remove the director (not being a Director appointed by the central government ) before the expiry of his period of OfficeExceptions: Director appointed by the central government In case of the private company director holding office for life as on 1.4.1952
  10. 10.  Central government under following circumstances may remove a director If a person is found guilty of fraud of default in carrying Out in duties Action of a person is likely to cause or has caused serious Injury to the industry and trade
  11. 11.  On application by any member of the company in case of Oppression or mismanagement the company law board mayremove a director No director can be appointed if he is terminated till 5years
  12. 12.  Office of the director shall become vacant if…… He is found to be of unsound mind He is absent for three consecutive board meetings If he fails to disclose the information in respect to contract he is interested If he becomes insolvent He fails to obtain share qualification within 2 months If he is convicted by court for any offence
  13. 13.  In the meeting resolution for the re-appointment of the director has been put to the meeting By a notice in writing addressed to the company or its board of directors ,expressed his Unwillingness top be re-appointed . He is not qualified or disqualified from appointment. A resolution, whether special or ordinary, is required for his appointment or reappointment Where a resolution for the appointment of two or more director by a single resolution Is passed (sec.256).
  14. 14. Board of directors has following powers :1) To call shareholders in respect of unpaid money on their shares .2) To issue debentures3) To make loans.4) To invest funds of company.
  15. 15. 1) Act honestly.2) Attend board meetings .3) Pay call amount.4) Must not make secret profits.5) Disclose his name ,occupation and nationality.6) Obtain share qualification wherever necessary.
  16. 16. 1) He cannot assign his office or delegate his functions2) He cannot take any loan from the company except with prior approval of central government wherever applicable .3) He cannot hold any place of profit in the company without the consent of the company by special resolution.
  17. 17. The directors are also liable to pay compensation in following cases :1) For untrue statement in prospectus .2) For contracts entered into on behalf of the company where directors act in their own name.3) For irregular allotment of shares .4) Where directors act unlawfully.
  18. 18. 1)Directors as agent2)Directors as trusties .3)Directors as managing partners.4)Directors as employees .

×