The document discusses the formation of a company, including the stages of formation and key documents involved. It provides details on:
- The four main stages of company formation: promotion, incorporation, raising share capital, and obtaining a certificate of commencement.
- Key documents in the formation process, including the memorandum of association, articles of association, and prospectus.
- Types of share capital a company can issue, such as preference shares and ordinary shares, and their different characteristics.
- Other topics covered include sources of company finance, underwriting commissions, and distinctions between the memorandum and articles of association.
CLSP - Unit 4 - Share Capital & MembershipAjay Nazarene
It is a presentation on basic introduction to the subject of CLSP - Share Capital & Membership.
This is published only for education and information purpose.
CLSP - Unit 4 - Share Capital & MembershipAjay Nazarene
It is a presentation on basic introduction to the subject of CLSP - Share Capital & Membership.
This is published only for education and information purpose.
The investment company in risk capital (the “SICAR”) governed by the Luxembourg law of 15 June 2004 relating to the investment company in risk capital, as amended from time to time (the "2004 Law") is Luxembourg’s flagship investment vehicle for private equity/venture capital and accommodates qualified investors.
MEANING OF COMPANY
Company is a voluntary association of persons formed for the purpose of doing business having a distinct name and limited liability. It is a juristic person having a separate legal entity distinct from the members who constitute it, capable of rights and duties of its own and endowed with the potential of perpetual succession. The Companies Act, 1956, states that 'company' includes company formed and registered under the Act or an existing company i.e. a company formed or registered under any of the previous company laws.
Difference between a public and a private company under Companies Act, 2013CA Sachin D Jain
Difference between a Public Limited Company and a Private Limited Company as per the provisions contained in the Companies Act, 2013 and relevant rules and regulations prescribed thereunder.
The investment company in risk capital (the “SICAR”) governed by the Luxembourg law of 15 June 2004 relating to the investment company in risk capital, as amended from time to time (the "2004 Law") is Luxembourg’s flagship investment vehicle for private equity/venture capital and accommodates qualified investors.
MEANING OF COMPANY
Company is a voluntary association of persons formed for the purpose of doing business having a distinct name and limited liability. It is a juristic person having a separate legal entity distinct from the members who constitute it, capable of rights and duties of its own and endowed with the potential of perpetual succession. The Companies Act, 1956, states that 'company' includes company formed and registered under the Act or an existing company i.e. a company formed or registered under any of the previous company laws.
Difference between a public and a private company under Companies Act, 2013CA Sachin D Jain
Difference between a Public Limited Company and a Private Limited Company as per the provisions contained in the Companies Act, 2013 and relevant rules and regulations prescribed thereunder.
Introduction
Definition of company
Characteristics of company
Types of company
Formation of company
Memorandum of association
Article of association
Prospectus
Public deposits
Share & Share capital
Allotment of Shares
Members
Meetings
Winding up
International Journal of Business and Management Invention (IJBMI) is an international journal intended for professionals and researchers in all fields of Business and Management. IJBMI publishes research articles and reviews within the whole field Business and Management, new teaching methods, assessment, validation and the impact of new technologies and it will continue to provide information on the latest trends and developments in this ever-expanding subject. The publications of papers are selected through double peer reviewed to ensure originality, relevance, and readability. The articles published in our journal can be accessed online
Discover the innovative and creative projects that highlight my journey throu...dylandmeas
Discover the innovative and creative projects that highlight my journey through Full Sail University. Below, you’ll find a collection of my work showcasing my skills and expertise in digital marketing, event planning, and media production.
Unveiling the Secrets How Does Generative AI Work.pdfSam H
At its core, generative artificial intelligence relies on the concept of generative models, which serve as engines that churn out entirely new data resembling their training data. It is like a sculptor who has studied so many forms found in nature and then uses this knowledge to create sculptures from his imagination that have never been seen before anywhere else. If taken to cyberspace, gans work almost the same way.
Improving profitability for small businessBen Wann
In this comprehensive presentation, we will explore strategies and practical tips for enhancing profitability in small businesses. Tailored to meet the unique challenges faced by small enterprises, this session covers various aspects that directly impact the bottom line. Attendees will learn how to optimize operational efficiency, manage expenses, and increase revenue through innovative marketing and customer engagement techniques.
RMD24 | Debunking the non-endemic revenue myth Marvin Vacquier Droop | First ...BBPMedia1
Marvin neemt je in deze presentatie mee in de voordelen van non-endemic advertising op retail media netwerken. Hij brengt ook de uitdagingen in beeld die de markt op dit moment heeft op het gebied van retail media voor niet-leveranciers.
Retail media wordt gezien als het nieuwe advertising-medium en ook mediabureaus richten massaal retail media-afdelingen op. Merken die niet in de betreffende winkel liggen staan ook nog niet in de rij om op de retail media netwerken te adverteren. Marvin belicht de uitdagingen die er zijn om echt aansluiting te vinden op die markt van non-endemic advertising.
What are the main advantages of using HR recruiter services.pdfHumanResourceDimensi1
HR recruiter services offer top talents to companies according to their specific needs. They handle all recruitment tasks from job posting to onboarding and help companies concentrate on their business growth. With their expertise and years of experience, they streamline the hiring process and save time and resources for the company.
Putting the SPARK into Virtual Training.pptxCynthia Clay
This 60-minute webinar, sponsored by Adobe, was delivered for the Training Mag Network. It explored the five elements of SPARK: Storytelling, Purpose, Action, Relationships, and Kudos. Knowing how to tell a well-structured story is key to building long-term memory. Stating a clear purpose that doesn't take away from the discovery learning process is critical. Ensuring that people move from theory to practical application is imperative. Creating strong social learning is the key to commitment and engagement. Validating and affirming participants' comments is the way to create a positive learning environment.
What is the TDS Return Filing Due Date for FY 2024-25.pdfseoforlegalpillers
It is crucial for the taxpayers to understand about the TDS Return Filing Due Date, so that they can fulfill your TDS obligations efficiently. Taxpayers can avoid penalties by sticking to the deadlines and by accurate filing of TDS. Timely filing of TDS will make sure about the availability of tax credits. You can also seek the professional guidance of experts like Legal Pillers for timely filing of the TDS Return.
3.0 Project 2_ Developing My Brand Identity Kit.pptxtanyjahb
A personal brand exploration presentation summarizes an individual's unique qualities and goals, covering strengths, values, passions, and target audience. It helps individuals understand what makes them stand out, their desired image, and how they aim to achieve it.
"𝑩𝑬𝑮𝑼𝑵 𝑾𝑰𝑻𝑯 𝑻𝑱 𝑰𝑺 𝑯𝑨𝑳𝑭 𝑫𝑶𝑵𝑬"
𝐓𝐉 𝐂𝐨𝐦𝐬 (𝐓𝐉 𝐂𝐨𝐦𝐦𝐮𝐧𝐢𝐜𝐚𝐭𝐢𝐨𝐧𝐬) is a professional event agency that includes experts in the event-organizing market in Vietnam, Korea, and ASEAN countries. We provide unlimited types of events from Music concerts, Fan meetings, and Culture festivals to Corporate events, Internal company events, Golf tournaments, MICE events, and Exhibitions.
𝐓𝐉 𝐂𝐨𝐦𝐬 provides unlimited package services including such as Event organizing, Event planning, Event production, Manpower, PR marketing, Design 2D/3D, VIP protocols, Interpreter agency, etc.
Sports events - Golf competitions/billiards competitions/company sports events: dynamic and challenging
⭐ 𝐅𝐞𝐚𝐭𝐮𝐫𝐞𝐝 𝐩𝐫𝐨𝐣𝐞𝐜𝐭𝐬:
➢ 2024 BAEKHYUN [Lonsdaleite] IN HO CHI MINH
➢ SUPER JUNIOR-L.S.S. THE SHOW : Th3ee Guys in HO CHI MINH
➢FreenBecky 1st Fan Meeting in Vietnam
➢CHILDREN ART EXHIBITION 2024: BEYOND BARRIERS
➢ WOW K-Music Festival 2023
➢ Winner [CROSS] Tour in HCM
➢ Super Show 9 in HCM with Super Junior
➢ HCMC - Gyeongsangbuk-do Culture and Tourism Festival
➢ Korean Vietnam Partnership - Fair with LG
➢ Korean President visits Samsung Electronics R&D Center
➢ Vietnam Food Expo with Lotte Wellfood
"𝐄𝐯𝐞𝐫𝐲 𝐞𝐯𝐞𝐧𝐭 𝐢𝐬 𝐚 𝐬𝐭𝐨𝐫𝐲, 𝐚 𝐬𝐩𝐞𝐜𝐢𝐚𝐥 𝐣𝐨𝐮𝐫𝐧𝐞𝐲. 𝐖𝐞 𝐚𝐥𝐰𝐚𝐲𝐬 𝐛𝐞𝐥𝐢𝐞𝐯𝐞 𝐭𝐡𝐚𝐭 𝐬𝐡𝐨𝐫𝐭𝐥𝐲 𝐲𝐨𝐮 𝐰𝐢𝐥𝐥 𝐛𝐞 𝐚 𝐩𝐚𝐫𝐭 𝐨𝐟 𝐨𝐮𝐫 𝐬𝐭𝐨𝐫𝐢𝐞𝐬."
RMD24 | Retail media: hoe zet je dit in als je geen AH of Unilever bent? Heid...BBPMedia1
Grote partijen zijn al een tijdje onderweg met retail media. Ondertussen worden in dit domein ook de kansen zichtbaar voor andere spelers in de markt. Maar met die kansen ontstaan ook vragen: Zelf retail media worden of erop adverteren? In welke fase van de funnel past het en hoe integreer je het in een mediaplan? Wat is nu precies het verschil met marketplaces en Programmatic ads? In dit half uur beslechten we de dilemma's en krijg je antwoorden op wanneer het voor jou tijd is om de volgende stap te zetten.
Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
The world of search engine optimization (SEO) is buzzing with discussions after Google confirmed that around 2,500 leaked internal documents related to its Search feature are indeed authentic. The revelation has sparked significant concerns within the SEO community. The leaked documents were initially reported by SEO experts Rand Fishkin and Mike King, igniting widespread analysis and discourse. For More Info:- https://news.arihantwebtech.com/search-disrupted-googles-leaked-documents-rock-the-seo-world/
4. STAGES OF FORMATION OF A COMPANY
Promotion
Incorporation
Raising share capital.
Certificate of commencement.
5. 1. PROMOTION STAGE INCLUDES
Professional Promoters.
Part time Promoters.
Promoters.
6. 2.INCORPORATION STAGE
Nominal Capital
Total amount of company’s capital
List of Directors
Director’s names and addresses
Qualification Shares
Minimum requirement
Consent of Directors
A written agreement
Declaration
Registration of the company
7. 3. RAISING OF SHARE CAPITAL
Entering onto an agreement with underwriters.
Applying to the stock exchange for listing of
shares.
Issue of prospectus inviting public to subscribe.
Allotting shares.
8. 4. Certificate of Commencement4. Certificate of Commencement
Minimum Subscriptions
No. of shares collected to start
Prospectus
Documentation of a company
Qualification Shares
Shares that directors purchased
Declaration
Written statement
9. Memorandum of AssociationMemorandum of Association
• The Name of a Company
• Location of Head office
• Liability of members
• Capital of the company
• Subscription clause
10. Alteration in Memorandum ofAlteration in Memorandum of
AssociationAssociation
Articles of Association
Capital
Sales of shares
Commission on sales of shares
Transfer of shares
Conversion into stock
Alternation in Capital
Appointment of directors
Rights and Duties of Directors
11. Company’s meeting
Voting rights
Appointment of Employees
Winding up of a company
13. Determine Scope of company
and relation ship with Outsiders.
Statement by which internal affairs
of company are managed.
Meaning:
Memorandum Articles
Objects:
Lays down the objectives of
company.
Determine method by which the
goals of company are achieved.
14. It is compulsory to Submit
memorandum for registration of
company.
If not submitted provision of table A of
company ordinance will become
automatically applicable
Registration:
Memorandum Articles
Relationship:
It determine relation of company
with outsiders.
It determine relation B/W members and
management of company.
15. It is constitution of company so
its more important.
It is document of company’s
internal regulation so it is less
important.
Importance:
Memorandum Articles
Alteration:
Once registered it can not be
changed except legal formalities.
It is company’s internal document so
it can be changed any time.
16. Principal document(subordinate
of Company’s Ordinance) of
company so it can not contain
contrary things.
AOA is subordinate of
memorandum.
Subordinate:
Memorandum Articles
No.Of Clauses:
Usually Contain 6(Six) Clauses. According to company’s
ordinance 1984 it should
contain near 85 clauses.
17. Any act beyond the scope of
memorandum is treated as
illegal.
Any act beyond the scope of
Article is Not illegal except
through resolution.
Legal Affects:
Memorandum Articles
Nature:
Agreement B/W company and
outsiders.
Agreement B/W company and
its employs and shareholders.
18. Prospectus of Company
Prospectus is defined according to section 2(29) of company’s
Ordinance 1984. Basically It is document which introduce company
with public, invites applications for shares and investors.
19. Objectives and contents of
Prospectus.
1->Content of memorandum:
Prospectus have all contents of memorandum like name or location of company etc..
2->Names of Signatories:
Info of those who have signed memorandum.
3->Description of business:
Company’s plans for past and future are mentioned like expansion of business.
4->Name of Management:
Info of directors, chief executive, directors or other authorities are given.
20. 8->Timing of subscription:
The date time of opening and closing of share subscription.
9->Right Issues:
Who have rights for what.
10->Allotment other than cash:
Number of shares issued or agreed to issue other than cash within two years.
11->Share at difference price:
Difference in price of share and why this difference is caused.
7->Minimum subscription:
Minimum subscription of signatories of memorandum before offering share to general public.
22. Purchase of Property:
The brief description of the property
purchased by the company within two
preceding years; the names addresses of
the vendors and the amount paid or
payable.
Preliminary Expenses:
The actual or estimated amount of
preliminary expenses and the person by
whom those expenses have been paid or
payable.
23. Payment to promoters:
Any amount or benefit paid or given to any
promoter or officer of the company within
two preceding years or is intended to be
paid or given is also stated in the
prospectus.
Auditors and Advisors:
The names and addresses of the auditors
and legal advisors of the company are also
given in prospectus.
24. Interest of Directors:
The full particulars of the nature and extent
of the interest within two years of the data
of prospectus.
Right of Voting:
The right of voting at meeting of the
company conferred by, and the right in
respect of capital and dividends attached to
shares are also stated.
25. Nature of Restrictions:
The nature and extent of restrictions, if any,
imposed by articles of association
regarding the voting rights.
Length of Business:
If the company has already been carrying
on business, the length of time during
which the business of the company has
been carried on.
26. Capitalization of Funds:
Time and Place of Inspection:
A reasonable time and place at which the
copies of all balance sheets and profit and
loss accounts of the company on which
auditor report is based is also mentioned.
If any reserve or profit of the company
or its subsidiary has been capitalized,
the particulars of such capitalized are
also given.
27. Principal Purposes:
Pending Cases:
Pending legal proceeding which is not of
ordinary routine matter, in which company
or any its subsidiaries is a party.
The principal for which the net
proceeds of the issue has been used
or intended to be used for each such
purpose.
28. Auditors Report:
It contain audit of company with respect to profit
loss assets etc. for the each of the last five
years mentioned in prospectus
29. SOURCES OF COMPANY FINANCE:
No business can run without finance.
It is needed at every step business
activity. the main sources of
company finance are follows:
(a)By issue of shares,
(b) by incorporating
savings
(c) by issuing
debentures
30. Share Capital:
The amount of funds invested into
the business by its owners is known
as capital, owners investment or
owners equity.
KINDS OF CAPITAL:
Authorized Capital:
The maximum limit of capital with which
company is registered is known as nominal
capital.
31. Issued Capital:
Issued capital is that part of the
authorized capital which company
has offered to the general public for
sale.
Subscribed Capital:
The subscribed capital is that part of the
issued capital for which people has applied to
purchase.
32. Called up Capital:
The called up capital is that part of
subscribed capital which is called
from the subscribers.
Paid up Capital:
The paid up capital is that part of called up
capital which is actually paid by the
shareholders.
33. Reserved Capital:
The reserved capital is that part of uncalled
capital which is only payable at the time of
winding up of the company.
35. SHARES
Total Capital of a company is divided into small units
of nominal value and each unit is known as share
persons who purchase the share called
shareholders.
37. Preference share
These are the shares which have some preferential
rights over other kinds share. Profit rate is fixed.
38. Characteristics
1->Its has preference as to divide.
2->It is callable at the option of the corporation.
3->It has no voting Power.
4->It can be converted into Common stock.
41. Ordinary Shares
Common shareholders are the persons who are the real
owners of the business. These are the share on which rate of
dividend is not fixed and it is paid only when the preference
share holders got their profit.
42. Characteristics of OS
1-> ordinary share holders are treated as real owner of company.
2->They have voting rights.
3->They have dividend at declared rate which is not fixed.
4->They have right to purchase a proportionate number of shares
of any additional Issuance(preemptive right/right issue.)
43. Deferred Shares
These are the shares which are commonly issued to the promoters.
These are also known as Promoters shares. Company ordinance
does not allow issuance of these shares in Pakistan
44. Underwriting Commission
The section 82 of the ordinance allows the company to contract with
any person or institution to work as an agent of the company for the
sale of its shares. The company pays commission as reward for his
services.
45. Condition Underwriting
Commission
1-> The rate of commission must be in accordance with the articles of
association.
2->The rate of commission and its payment has been declared in
prospectus if the share are offered to general public.