Join with us https://www.facebook.com/groups/caultimates/ COMPANY LAW CHAPTER – 6: THE COMPANIES ACT, 2013 UNIT 1 Preliminary 1.0 Introduction 1.1 What is a Company? 1.2 Lifting of the "corporate veil" 1.3 Classes of companies under the Act 1.4 Conversion of public company into a private company 1.5 When companies must be registered ? 1.6 Mode of registration/Incorporation of company 1.7 Memorandum of Association 1.8 Alteration of the Memorandum 1.9 Articles of Association 1.10 Alteration of Articles 1.11 Doctrine of Indoor Management 1.12 Conversion of companies already registered 1.13 Preliminary or Pre-Incorporation Contracts 1.14 Promoters 1.15 Service of documents UNIT 2 Prospectus 2.0 Introduction 2.1 Prospectus–Meaning and Role 2.2 Issue of securities by the company 2.3 Powers of SEBI 2.4 Document containing offer of securities for sale to be deemed prospectus iv © The Institute of Chartered Accountants of India Join with us https://www.facebook.com/groups/caultimates/ 2.5 Matters to be stated in the Prospectus 2.6 Variation in terms of contract or objects in prospectus 2.7 Offer of sale of shares by certain members of company 2.8 Public offers of securities to be in dematerialised form 2.9 Advertisement of Prospectus 2.10 Shelf Prospectus 2.11 Red herring prospectus 2.12 Issue of application forms for securities 2.13 Liability for mis-statement in Prospectus 2.14 Punishment for fraudently inducing persons to invest money 2.15 Action by affected persons 2.16 Punishment for personation for acquisition, etc., of securities 2.17 Allotment of securities by company 2.18 Securities to be dealt with in stock exchanges 2.19 Global depository Reciepts 2.20 Offer of invitation for subscription of securities on private placement 2.21 Acceptance of Deposits by Companies 2.22 Application of premiums received on issue of shares 2.23 Restrictions on purchase by company or giving of loans by it for purchase of its shares 2.24 Whether a Company can ‘buy-back’ its own Securities? 2.25 Membership 2.26 Contracts UNIT 3 Shares and Share Capital 3.1 Concept of capital 3.2 Shares 3.3 Variation of shareholders rights 3.4 Voting rights of a member 3.5 Further issue of Capital (Right Shares i.e. Right of Pre-emption or Pre-emptive Right) 3.6 Conversion of shares into stock v © The Institute of Chartered Accountants of India Join with us https://www.facebook.com/groups/caultimates/ 3.7 Alteration of share capital 3.8 Reduction of the share capital 3.9 Reduction vs. diminution 3.10 Issue of shares at a discount 3.11 Issue of sweat equity 3.12 Issue of securities at a premium 3.13 Share certificate 3.14 Calls on shares 3.15 Transfer of securities 3.16 Nomination facility in respect of shares 3.17 Refusal to register transfer and appeal against refusal (Section 111) 3.18 Rectification of register of members on transfer of securities 3.19 Blank transfers 3.20 Forged transfers 3.21 Transmission of shares 3.22 Forfeiture and surrender of shares 3.23 Issue of bonus shares 3.24 Debentures 3.25 Registration of a charge UNIT 4 Meetings 4.0 Introduction 4.1 Maintenance of registers and returns 4.2 Annual General Meeting 4.3 Calling of Extraordinary General Meeting 4.4 Powers of Company Law Board / Tribunal 4.5 Class Meetings 4.6 Procedure for Convening and conduct of General Meetings 4.7 Notice of Meeting 4.8 Special and Ordinary Business 4.9 Quorum vi © The Institute of Chartered Accountants of India Join with us https://www.facebook.com/groups/caultimates/ 4.10 Voting and the right to demand a poll 4.11 Proxies 4.12 Resolution 4.13 Postal Ballot 4.14 Minutes 4.15 Maintenance and inspection of documents in electronic form 4.16 Report on annual general meeting 4.17 Applicability of this Chapter to One Person Company 4.18 Meeting of Debentureholders 4.19 Company Law in a Computerised Environment vii © The Institute of Chartered Accountants of India