CA PE - II :: Business and Corporate Laws : November 2005

Mr. Ahuja of Delhi engaged Mr. Singh as his agent to buy a house in West Extension area. Mr. Singh bought a house for Rs. 20 lakhs in the name of a nominee and then purchased it himself for Rs. 24 lakhs. He then sold the same house to Mr. Ahuja for Rs. 26 lakhs. Mr. Ahuja later comes to know the mischief of Mr. Singh and tries to recover the excess amount paid to Mr. Singh. Is he entitled to recover any amount from Mr. Singh? If so, how much? Explain.

Miss X, a film actress agreed to work exclusively for a period of two years, for a film production company. However, during the said period she enters into a contract to work for another film producer. Discuss the rights of the aggrieved film production company under the Indian Contract Act, 1872.

Explain the meaning of "Accounting Year" under the Payment of Bonus Act, 1965.

State the acts which are considered beyond the implied authority of a partner under the provisions of the Indian Partnership Act, 1932.

A, a major, and B, a minor, executed a Promissory Note in favour of C. Examine with reference to the provisions of the Negotiable Instruments Act, 1881 the validity of the Promissory Note and state whether it is binding on A and B.

State the establishments to which the Employees' Provident Funds and Miscellaneous Provisions Act, 1952, applies.

Explain the conditions of registration of a society under the Cooperative Societies Act, 1912.

What are the disqualifications for member of a multi-state cooperative society under the Multi-state Cooperative Societies act, 2002?

"An agreement made without consideration is void". With reference to provisions of the Indian Contract Act, 1872, examine the validity of the statement and explain the cases in which the statement does not apply.

J, the owner of a Fiat car wants to sell his car. For this purpose he hands over the car to P, a mercantile agent for sale at a price not less than Rs. 50,000. The agent sells the car for Rs. 40,000 to A, who buys the car in good faith and without notice of any fraud. P misappropriated the money also. J sues A to recover he car. Decide giving reasons whether J would succeed.

Examine the validity of a contract when the acceptance from the offeree is obtained under `Coercion' or under `Undue influence'. Point out the distinction between `Coercion' and `Undue influence'.

When does dissolution of a partnership firm take place under the provisions of the Indian Partnership Act, 1932? Explain.

"Nemo dat Quod Non Habet"— "None can give or transfer goods what he does not himself own".

Explain the rule and state the cases in which the rule does not apply under the provisions of the Sale of Goods Act, 1930.

Explain the manner in which the "Executive Committee" under the provisions of the Employees' Provident Fund and Miscellaneous Provisions Act, 1952 is constituted. State its composition.

In what way does the Negotiable Instruments Act, 1881 regulate the determination of the `Date of Maturity' of a Bill of Exchange. Ascertain the `Date of maturity' of a bill payable 120 after the date. The Bill of exchange was drawn on 1st June, 2005

Explain the provisions of the payment of Bonus Act, 1965 relating to the following:

Examine when shall a holder of a negotiable instrument be considered as a holder in due course under the provisions of the Negotiable Instruments Act, 1881.

Discuss the provisions relating to disposal of net profits of a society registered under the Multi-state Cooperative Societies Act, 2002.

Distinguish between `share warrant' and `share certificate'. State whether a private company can issue share warrants.

When is a company required to issue a `shelf prospectus' under the provisions of the Companies (Amendment) Act, 2000? Explain the provisions of the Act relating to the issue of `shelf prospectus' and filing it with the Registrar of Companies.

Dev Limited issued a notice for holding of its Annual General Meeting on 7th November, 2005. The notice was posted to the members on 16.10.2005. Some members of the company allege that the company had not complied with the provisions of the Companies Act, 1956 with regard to the period of notice and as such the meeting was not validly called. Referring to the provisions of the Act, decide:

XYZ Limited realised on 3rd November, 2005 that particulars of a charge created on 11th September, 2005 in favour of a bank were not filed with the Registrar of Companies for registration. What procedure should the company follow to get the charge registered with the Registrar of Companies? Would the procedure be different if the charge was created on 11th August, 2005 instead of 11th September, 2005? Explain with reference to the relevant provisions of the Companies act, 1956.

"Every shareholder of a company is also known as a member, while every member may not be known as a shareholder". Examine the validity of the statement and point out the distinction between a `member' and a `shareholder'.

M/s India Computers Ltd. was registered as a Public Company on 1st July, 2005 in the State of Maharashtra. Another company by name M/s All India Computers Ltd. was registered in Delhi on 15th July, 2005. The promoters of India Computers Ltd. have failed to persuade the management of All India Computers Ltd. to change the company's name, as it closely resembles with the name of the first registered company.

Advise the Management of India Computers Ltd. about the remedies available to them under the provisions of the Companies Act, 1956.

State the procedure for inspection of Minutes Book of General Meetings of a company, by he members.

"Moonstar Ltd." is a authorised by its articles to accept the whole or any part of the amount of remaining unpaid calls from any member although no part of that amount has been called up. `A', a shareholder of the Moonstar Ltd., deposits in advance the remaining amount due on his shares without any calls made by "Moonstar Ltd.".

Referring to the provisions of the Companies act, 1956, state the rights and liabilities of Mr. A, which will arise on the payment of calls made in advance.

C, a member of LS & Co. Ltd., holding some shares in his own name on which Final call money has not been paid, is denied by the company voting right at a general meeting on the ground that the articles of association do not permit a member to vote if he has not paid the calls on the shares held by him.

With reference to the provisions of the Companies Act, 1956, examine the validity of company's denial to C of his voting right.

In what way does the Companies Act, 1956 regulate the payment of `underwriting commission'? Explaining the provisions of the Act, state the conditions to be complied with before payment of such commission can be made to underwriters of the company.

At a General meeting of a company, a matter was to be passed by a special resolution. Out of 40 members present, 20 voted in favour of the resolution, 5 voted against it and 5 votes were found invalid. The remaining 10 members abstained from voting. The Chairman of the meeting declared the resolution as passed.

With reference to the provisions of the Companies Act, 1956, examine the validity of the Chairman's declaration.