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Company Law NSS Law College, Kottiyam Model Examination September-2016 Question Paper

Explain any five of the following. Each question carries 2 marks. Answers should not exceed 50 words. (5×2:10 Marks)

  1. Minutes Of General meeting
  2. Auditor
  3. CSR
  4. Share and Stock
  5. Dividend
  6. Promoter
  7. Turquand's rule
  8. Class Action

Answer any four of the following. Each question carries 4 marks. Answers should not exceed 120 words. (4 X 4:16 Marks)

  1. Write a note on different kinds of meetings of a Company?
  2. A Prospectus must state truth and nothing but truth. Explain.
  3. Distinguish between Transfer and Transmission of Shares?
  4. Explain the legal principle laid down in Solomon v. Solomon & Co. Ltd.
  5. Write a note on Kinds of Companies.

Answer any four Of the following. Each question carries 6 marks. (4×6=24 Marks)

  1. 'S' was a Director of Mangalya Textiles Ltd. He was also a creditor & share holder of Soubhagya Weaving Mills Ltd which was being wound up, He bought the property of Soubhagya Weaving Mills Ltd. at a public auction. Later, he sold a part of the property to Mangalya Textiles Ltd. at a price which is double the price he had paid for it. 'S' was sued for the profits made by him from the sale on the ground that directors are trustees of company & are bound to account for so made. Decide.
  2. Emily Printing and Publishers Pvt.Ltd decide to donate Rs 10 lakhs for the Construction of publishing Law House & an equal amount to law students association. The Object clause is silent on these issues. Decide the legality of these two proposals with reasons and cases.
  3. Sun Traders Pvt. Ltd Company suspended its trade temporarily due to trade depression. But it has bonafide intention to continue its operations when conditions improve. If a prayer is made to the court for winding up of the company because of this reason, how will you decide? Give reasons.
  4. The object clause of the memorandum authorizes the company to 'manufacture readymade garments and other ancillary products,' The company after manufacturing readymade garments for some time starts production of cotton textiles.Whether this action is ultravires or not?
  5. Mr. Vasu Srivasthava was an engineer. He joined Diamond White Company upon a verbal assurance that he would be appointed as MD of the company and would always be holding a part of the share capital. Mr. Vasu joined the company and worked hard for the company. The company became prosperous. The persons who gave assurances, made the allotments of shares in such a way that Mr. Vasu didn't get any shares in fresh allotment and also was not appointed as MD as promised. He realised that he has been avoided. So, he wishes to file petition under section 397 and 398 of Companies Act, 2013. Give advise.

Answer any three of the following. Each question carries 10 marks: (3×10=30 Marks)

  1. Describe the duties and liabilities of the directors of a company?
  2. Explain the doctrine of ultravires with reference to English and Indian case laws.
  3. Discuss the rule in Foss v. Harbottle along with its exceptions.
  4. Explain the different modes of winding up of a company with special reference to
  5. compulsory winding up by court.
  6. Explain the doctrine of Indoor Management with exceptions and case laws.