1. Introduction to Company Law:
Jurisprudence of Company Law;
Meaning, Nature, Features of a company;
Judicial acceptance of the company as a separate legal entity;
Concept of Corporate Veil, Applicability of Companies Act;
Definitions and Key Concepts.
2. Shares and Share Capital:
Meaning and types of Capital;
Concept of issue and allotment;
Issue of Share certificates;
Further Issue of Share Capital;
Issue of shares on Private and Preferential basis;
Rights issue and Bonus Shares;
Sweat Equity Shares and ESOPs;
Issue and Redemption of preference shares;
Transfer and Transmission of securities;
Buyback of securities;
dematerialization and re-materialization of shares;
Reduction of Share Capital.
3. Members and Shareholders:
How to become a member;
Register of Members;
Declaration of Beneficial Interest;
Rectification of Register of Members;
Rights of Members;
Variation of Shareholders’ rights;
Shareholders Democracy;
Shareholder agreement, Subscription Agreements, Veto powers.
4. Debt Instruments:
Issue and redemption of Debentures and Bonds;
creation of security;
Debenture redemption reserve;
debenture trust deed;
conversion of debentures into shares;
Overview of Company Deposits.
5. Charges:
Creation of Charges;
Registration, Modification and Satisfaction of Charges;
Register of Charges;
Inspection of charges;
Punishment for contravention;
Rectification by Central Government in Register of charges.
6. Distribution of Profits:
Profit and Ascertainment of Divisible Profits;
Declaration and Payment of Dividend;
Unpaid Dividend Account;
Investor Education and Protection Fund;
Right to dividend;
rights shares and bonus shares to be held in abeyance.
7. Corporate Social Responsibility:
Applicability of CSR;
Types of CSR Activities;
CSR Committee and Expenditure;
Net Profit for CSR;
Reporting requirements.
8. Accounts, Audit and Auditors:
Books of Accounts; Financial Statements;
National Financial Reporting Authority;
Auditors Appointment, Resignation and Procedure relating to Removal, Qualification and Disqualification;
Rights, Duties and Liabilities;
Audit and Auditor’s Report;
Cost Audit;
Secretarial Audit;
Special Audit;
Internal Audit.
9. Transparency and Disclosures:
Board’s Report;
Annual Return;
Annual Report;
Website disclosures;
Policies.
10. An overview of Inter-Corporate Loans, Investments, Guarantees and Security, Related Party Transactions.
11. Registers and Records: Maintenance and Disposal.
12. An overview of Corporate Reorganization:
Introduction of Compromises, Arrangement and amalgamation, Oppression and
Mismanagement, Liquidation and winding-up;
Overview of Registered Valuers;
Registration Offices and Fees;
Companies to furnish information and statistics.
13. Introduction to MCA 21 and filing in XBRL.
14. Global Trends and Developments in Company Law.
Case Laws, Case Studies and Practical Aspects.
