Monday, May 20, 2019

Gauhati University Question Papers: Corporate Law (Nov-Dec’ 2014)


2014
CORPORATE LAW
Full Marks: 80
Time: 3 hours
(The figures in the margin indicate full marks for the questions)
1. (A) Choose the most appropriate answer from the given options in respect of the following:                                                                                                                                  1x10=10

1)         A person who is liable to pay the debt of a company at the time of its winding up is known as:
a)         Debtor.
b)         Creditor.
c)          Contributory.
d)         Signatory.
2)         A director appointed by a Financial Institution is known as
a)         Independent Director.
b)         Nominee Director.
c)          Alternate Director.
d)         Finance Director.
3)         A share warrant of a Company is known as a:
a)         Semi-negotiable Instrument.
b)         Negotiable Instrument.
c)          Bearer Instrument.
d)         Not-Negotiable Instrument.
4)         Payment of dividend out of which of the following fund is not permitted:
a)         Capital.
b)         Current year profit.
c)          Profits of previous years.
d)         Money provided by Government for payment of dividend.
5)         Which of the following preference shareholder enjoy scope to share profits twice in a company:
a)         Redeemable preference shareholders.
b)         Cumulative preference shareholder.
c)          Convertible preference shareholder.
d)         Participating preference shareholder.
(B) State whether the following statements are correct or not:                     1x5=5
1)         A bonus share may be renounced by a member to whom it is awarded.
2)         Unclaimed dividends are profits only for the company.
3)         A guarantee limited company may or may not have its own share capital.
4)         A company may provide loans to its own directors without any permission from any other authority.
5)         A report book does not have any evidentiary value in the Court of Law.
2. Answer the following in brief:                                                                2x5=10
a)         Who is primarily responsible for miss-statement in prospectus? What kind of liability is incurred by such a person?
b)         Name the type of Companies which may not prepare its own Articles of Association.
c)          Who is competent to make allotment of shares in a company? Also state the criterion followed in selection of allottees.
d)         Can a company become a partner of a partnership firm? Give your opinion.
e)         State the quorum for the Board meeting of a private and a public company.
3. Write brief answer to the following:                                                             4x5=20
a)         State the grounds for lifting the corporate veil of a company.
b)         “A company cannot buy its own shares”. Comment.
c)          Explain the grounds on which forfeiture of shares is allowed in a company.
d)         Directors always occupy fiduciary position of a company’. Comment.
e)         State the distinction between a Report book and a Minutes book of a Company.
4. “A company is a separate legal entity distinct from its members”. Discuss the statement in the light of essential characteristics of a company.                                                                               10
Or
Discuss the Doctrine of “Constructive Notice” and the “Doctrine of Indoor Management” with at least two of their essential features.                                                                5+5=10
5. Explain the various types of “Ownership and Creditor ship Securities” which may be issued by a company and also study their respective distinctiveness.                                   5+5=10
Or
Write at least five subjects in the contents of a prospectus. When is a prospectus not required to be issued by a company?                                                                                       5+5=10
6. Distinguish between ‘Share’ and ‘Stock’. Also state the meaning of book building in public issue of shares.                                                                                   5+5=10
Or
What is irregular allotment? Also state the grounds of irregular allotment and its consequence upon the Directors and the company.                                              3+7=10
7. Enumerate the grounds on which an extraordinary general meeting of a company may be convened. Also state the duties of the Chairman of Shareholder’s meeting.                   6+4=10
Or
State the provision of Companies Act in India relating to appointment of minimum and maximum number of directors. How can a director be removed from his position.                         6+4=10

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