Corporate Law Question Paper (Nov-Dec’ 2013), Gauhati University B.Com Question Papers

Corporate Law Question Paper (Nov-Dec’ 2013)
Gauhati University B.Com 3rd Semester Question Papers  
Full Marks: 80
Time: 3 hours

(The figures in the margin indicate full marks for the questions)
1. Choose the most appropriate answer from the given options in respect of the following:   1x10=10

1)         The capital with which the company is registered is called the –
a)         Subscribed capital.
b)         Authorized capital.
c)          Working capital.
d)         None of these.
2)         A promoter:
a)         Can make secret profit.
b)         Can make secret profit with prior approval of Central Government.
c)          Cannot make any secret profit.
d)         None of these.
3)         The registered office clause of memorandum of association contains:
a)         The name of the state in which the registered office of the company is located.
b)         The name of city/town of the registered office only and not that of state.
c)          The name of Registrar of companies.
d)         The complete postal address.
4)         Inspection of Register of charges of the company can be made by:
a)         Creditors.
b)         Members.
c)          Any other person.
d)         All of these.
5)         Which of the following statements is not correct?
a)         The authorized capital of a company may be increased or reduced by passing an ordinary resolution.
b)         The issued capital of a company cannot exceed its authorized capital.
c)          The reduction of share capital without the sanction of the court is unlawful.
d)         All are incorrect.
6)         Which of the following statements is correct?
a)         A person who is a member of a company need not necessarily be a shareholder.
b)         A person who is a member of a company is always a shareholder.
c)          A person who is a shareholder of a company is always a member.
d)         Both (a) and (b) are correct.
7)         Additional directors are appointed by –
a)         Board of directors.
b)         Managing director.
c)          Secretary.
d)         Manager.
8)         Remuneration payable to manager of a company cannot exceed –
a)         5% of Net profit.
b)         10% of Net profit.
c)          11% of Net profit.
d)         6 lakh rupees.
9)         Meetings of the Board of directors must be held at least –
a)         Once in every year.
b)         Twice in every year.
c)          Thrice in every year.
d)         Four time in every year.
10)      A general meeting of a company is called by giving at least –
a)         7 days notice in writing.
b)         14 days notice in writing.
c)          21 days notice in writing.
d)         30 days notice in writing.
2. Answer the following in brief:                                                               2x5=10
a)         State one statutory provision relating to lifting of corporate veil.
b)         Name the different types of shares a company can issue.
c)          What is listing of securities?
d)         How are the directors of a company appointed?
e)         Under what circumstances can one person from quorum for a general meeting?
3. (a) Write a short note on ‘statement in lieu of prospectus’.                             5
What does a ‘floating change’ become a ‘fixed change’?
(b) Distinguish between share certificate and share warrant.                     5
(c) Write about ‘ordinary’ and ‘special’ resolution.                                           5
(d) When is a company required to hold its statutory meeting? State the object of holding such a meeting.    2+3=5
4. What are ‘Articles of Association’? Explain the procedure for and limitations of alternation of articles. 2+8=10
a)         Distinguish between memorandum and article of association.           5
b)         Discuss the term “doctrine of constructive notice.”
5. What is a misleading prospectus? What are the consequences of misleading prospectus?      2+8=10
What is a ‘debenture trust deed’? What are the advantages of creating a ‘debenture trust deed’?                                                                                                            5+5=10
6. What do you mean by term ‘buy back of shares’? Explain the legal provisions relating to buy back of shares by a company.        2+8=10
How can a person become a member of a company? How is membership terminated?      6+4=10
7. Who can be appointed as a director of a company? State the qualification and disqualification of a person to be appointed as director.     2+8=10
Under the Companies Act 1956 who can apply to the Company Law Tribunal for relief on the grounds of oppression and mismanagement? What are the powers of the Company Law Tribunal to prevent such oppression and mismanagement? 5+5=10

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