...of a Public Company into a Private company: Under the Companies Act (Section31), all public companies, whether originally incorporated as a public limited company or at any time converted into a public limited company (under section 44 of the Act), may be converted into a private limited company, if the members so desire. The essential conditions for such a conversion are:- * The company must not be listed on any recognised stock exchange. In case of a listed company,it will have to wait for atleast one year after its delisting. * Shareholders' approval by special resolution for alteration of Articles of Association for incorporation of the definition of a private company. The Articles shall be suitably amended to include the basic restrictions applicable on a private company and other provisions necessary thereto. * No resolution amending the Articles, which has the effect of converting a public company into a private company, shall be effective unless it has been approved by the Central Government. * After the alteration has been approved, a printed copy of the Article shall be filed with the Registrar of Companies within one month of the date of receipt of the order of approval. * The name of the company shall be amended to include the word 'private' on all its documents. The Companies Act contains the following procedure for the conversion:- * Convene a Board meeting for consideration of the proposal of conversion of the company into a private company...
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...Law 1. Define company? How many kinds of companies? Distinguish between private Ltd. and public Ltd. company. 2. What is Memorandum of Association? What are the elements of Memorandum of Association? What are the stages in the formation of a company? 3. What is capital? Describe briefly the source of companies’ capital? Define share? Describe briefly the classification of share? 4. Define contract? Describe briefly the essential elements of contract? Define Law? Describe briefly the classification of law? 5. Define partnership? The essential elements of partnership? Classes of partners and classes of partnership? 6. Short Notes: a) Article of Association. b) Difference between Memorandum of Association and Article of Association. c) Authorized Capital. d) Paid-up capital. e) AGM f) EGM. Q: What is contract? Describe the elements of contract? Ans. Section 2(h) of the Contract Act, 1872 provides that, “An agreement enforceable by law is a contract.”Therefore, in a contract there must be (1) on agreement and (2) the agreement must be enforceable by law. Agreements which are not enforceable by law they are not contract. Elements of contract: The essential elements of a contract are explained below: (1) Offer and acceptance: There must be a lawful offer by one party and a lawful acceptance of the offer by the other party or parties. “Lawful” implies that the offer and acceptance must conform to the rules laid down in the contract act 1872. (2) Intention...
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...The distinction between a public company and a private company are explained in the following manner: 1. Minimum number of members The minimum number of person required to form a public company is seven, whereas in a private company their number is only two. 2. Maximum number of members There is no limit on the maximum number of member of a public company, but a private company cannot have more than fifty members excluding past and present employees. 3. Commencement of Business A private company can commence its business as soon as it is incorporated. But a public company shall not commence its business immediately unless it has been granted the certificate of commencement of business. 4. Invitation to public A public company by issuing a prospectus may invite public to subscribe to its shares whereas a private company cannot extend such invitation to the public. 5. Transferability of shares There is no restriction on the transfer of share In the case of public company whereas a private company by its articles must restrict the right of members to transfer the share. 6. Number of Directors A public company must have at least three directors whereas a private company may have two directors. 7. Statutory Meeting A public company must hold a statutory meeting and file with the register a statutory report. But in a private company there are no such obligations. 8. Restrictions on the appointment of Directors A director of a public company shall file with the register...
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...is often mischaracterized for example as privatization. Because the distinction between public and private domain becomes problematic in the new policing, the more appropriate description for what is occurring is multilateralization—as host of non governmental groups have assumed responsibility for their own protection, and a host of nongovernmental agencies have undertake to provide security services Crucial distinction is made between the auspices and providers of policing. Auspices are groups (and sometimes individuals) that explicitly and self-consciously take upon themselves the responsibility for organizing their own protection. Providers are groups that actually do the policing. In the old paradigm of policing government had responsibility for articulating security needs and for developing institutions to meet them. This has changed auspices can either be public (govt) or private (nongovt) Governments were the organizational auspices for formulating demand for policing, and they were the providers who supplied it. These two functions have become separate it has become acceptable for groups other that governments both to take control of their owm policing and to select the providers of it Policing is authorized currently under five auspices; economic interests, both legal and illegal; residential communities; cultural communities, individual and government Policing is provided by commercial companies, nongovernmental authorizers of policing, individuals, and government...
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...(a) Facts: Due to the global financial crisis, the business of Bling Bling Pty Ltd has declined and the company is in the process of insolvent and under the care of a liquidator. The liquidator has rejected Sue’s claim to the securities, which includes a substantial block of shares that were fully paid, and debentures for further substantial sum secured by charge over all company’s assets. Issue: Whether Sue can enforce her charge [security interest] against Bling Bling Pty Ltd ? Relevant case: Under corporate law, there is a rule of separate legal entity explained in the case of Salomon v Salomon & Co Ltd. Once a company is incorporated, there will be a distinction between private and company’s debts and assets, a company can contract with its members and a company can be liable in tort to a member. As seen in the final decision in the famous case of Salomon v Salomon & Co Ltd, “…once the company is legally incorporated it must be treated like any other independent person with rights and liabilities appropriate to itself…” Application: In this case, because of there is no fraud so the company is a separate legal entity. The debenture given by the company is valid, thus, Ms. Sue should succeed in her claim against the company in her capacity as a secured creditor with priority payment for company’s debt owed to her. (b) Fact: Ms. Sue sold her company and took out an insurance policy in her name to cover the goods against fire and theft. After burglars broke...
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...What is business? An organization or economic system where goods and services are exchanged for one another or for money. Every business requires some form of investment and enough customers to whom its output can be sold on a consistent basis in order to make a profit. The purpose of business? The purpose of a business is to offer value (through products and/or services) to customers, who pay for the value with cash or equivalents. The aim of businesses is to make profit and to grow. There are 3 business sectors in the UK, these are Private, Public and Voluntary sectors. Types of businesses in UK? The private sector has different categories which are sole traders, partnerships, companies and franchises. A sole trader is a type of business entity that is owned and run by one individual and in which there is no legal distinction between the owner and the business. Being a sole trader is considered the simplest way to run a business as it does not involve paying any registration fees. You must register as self-employed, keeping records and accounts is straightforward, and you get to keep all the profits. The difference is that you are personally liable for any debts that your business runs up, which can make this a risky option for businesses that need a lot of investment. Examples of sole traders are plumbers, electricians etc. These can even be small web based businesses or home based business. Sources of Advantages *The firms are usually small, and easy to set...
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...The Relationship Between Criminal And Civil Law Introduction The structure of the paper is as follows.Firstly,discuss the difference between criminal and civil law,and then analyse the overlap of the two systems.finally,give some advice to a victim of a civil wrong and a crime. Body 1. distinction between criminal and civil law Criminal Law is a kind of public law, which “governs relationships between individuals and the government, and those relationships between individuals which are of direct concern to the society.” The criminal law exist to punish a person that who have committed criminal offenses. In order to punish criminals and deter crime and others they remain stable state and society. "In public law, mandatory rules prevail. Laws concerning relationships between individuals belong to private law. ” (Elizabeth A. Martin ,2003) Civil law is private law. “In England and Wales, civil law means non-criminal law. The law relating to civil wrongs and quasi-contracts is part of the civil law. “Civil law deals with the disputes between a person, organizations, or between the two, in which compensation is awarded to the victim. The main purpose of the civil law is to compensate individuals who have suffered loss or injury by the wrongful actions of other person. Civil law is different from criminal law, because it emphasises more upon punishment than on dispute resolution. (Glanville Williams,1982) The essence of the distinction of criminal and civil...
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...BUSINESS STUDIES (CODE - 054) CLASS–XI (2013-14) One Paper Units Periods 100 Marks 3 Hours Marks Part A: Foundations of Business 1. 2. 3. 4. 5. 6. Nature and Purpose of Business Forms of Business Organisations Public, Private and Global Enterprises Business Services Emerging Modes of Business Social Responsibility of Business and Business Ethics } } } } } 22 26 22 22 12 16 120 20 18 12 50 Part B: Finance and Trade 7. 8. 9. 10. 11. Sources of Business Finance Small Business Internal Trade International Business Project Work 30 16 30 14 30 120 20 20 10 50 PART A: FOUNDATION OF BUSINESS Unit 1: Nature and Purpose of Business: • • • • • • • Concept and characteristics of business. Business, profession and employment -Meaning and their distinctive features. Objectives of business - Economic and social, role of profit in business Classification of business activities: Industry and Commerce. Industry - types: primary, secondary, tertiary - Meaning and sub types 120 Periods 22 Periods Commerce - trade: types (internal, external, wholesale and retail; and auxiliaries to trade: banking, insurance, transportation, warehousing, communication, and advertising. Business risks - Meaning, nature and causes. Meaning of business with special reference to economic and non-economic activities.Two or three definitions of business with one conclusive definition. Fundamental features of business which differentiate it with other activities of society. Meaning of profession and employment...
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...ORIS Queena Swanson BUS 100 2/4/2013 The public sector and private sector are terms used to describe the two main types of business industries within an economy. The largest distinction between them is that the public sector is owned and operated by the government, while the private sector is dominated by private business owners. The easiest way to tell the different between the two organizations is to look at who is in charge. In a public sector, employees, supervisors, and managers all work for the government. The company or organization is not owned by a corporation or a private owner, but the government of the region. Private sector organizations are operated by private citizens and many answer to a board of directors, owning partnership, or single owner. Employees in private sectors jobs are employed by the organization. The organizations are also divided by their aims. Public sector groups have a duty to serve the public, and not usually in direct competition with other groups to meet the same demand. They are not profit oriented, and tend to provide services rather than goods. Private companies, usually aim for profit and try to outperform competitive business to meet the same demands. While private companies may have some humanitarian goals, their bottom line is typically the profitability of the business, not necessarily serving the public. There are many private businesses that may be considered part of the private sector. Corporations, retail stores, restaurants...
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...(exposure) to social, cultural and political values in societies globally and also to regulate corporate behavior. It is discussed that corporate role are shifting with this changing towards a societal governance ruled over by traditional political actors. It guides to an argument of the results of a process for a responsible corporate role in globalised world. This analyse includes four different articles. The goal of this case is to figure out the results of the social and political mandate of the corporation. This study also contains transnational companies which are getting more powerful in affecting the political, social, and economic circumstances in their host families. Introduction What is the effects of globalization on business firms’ relations and responsibilities ? The goal of this case to figure out the results of the social and political mandate of the corparation. This study also contains transnational companies which is getting more powerful to affect the political, social and economic circumstances in their host families. Some cases assumed that internalization guide to conversion of business sensation of its role in society. Globalization is a process which refers distinctly to economic globalization. It means that the integration of national economies. National borders and distances start to lose their economical and political importance with global integration. A Nation state’s power on regulation decreases .Global business firms operate in a...
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...Annette Davis Inside Public and Private Policing CJA 500 Survey of Administration & Justice Dr. John Baiamonte, Jr. November 1, 2010 Assignment Write a 1500 to 2000 word paper that compares and contrasts the roles, responsibilities, and differences of public and private policing. Cite at least two scholarly works (articles or books) or government documents. However, your textbook cannot be used as a source. Public policing has been known to have a monopoly on policing until the increased trend of private policing in the United States. Private policing, while emerging as a new industry, is not a new phenomenon and predates the existence of public police as witnessed today (Wilson 1994). Public and private policing have many similarities, as well as differences and the distinction between public and private police are often blurred. Private police look and behave like public police and describing their function often involves a comparison of the activities and responsibilities of the two. Despite the differences, public and private police tend to mirror each other to a certain extent (Nalla & Newman, 1990). The increase of private policing has been in response to many changes in society such as the increase of "mass private property" (Shearing and Stenning, 1983) in the form of large shopping complexes, cinemas, large retail stores and large compound style housing estates or gated communities. These require constant surveillance for the safety of shoppers and residents...
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...bid at this auction 2. At this auction. Toan represent company or individual 3. whether Toan has breach of the government’s policy and laws containing that policy Relevant Rules of Law No matter how many shareholder exist in a company, there is a Under S119 separate legal entity between the company and its member. Like the case Saloman v Saloman& Co Ltd. Under S119 a company comes into existence as a body corporate at the beginning of the day on which it is registered with the name specified in its certificate of registration. Under S124 a company has the legal capacity and power of an individual both in and outside this jurisdiction. Four consequences from separate legal entity 1. there is a distinction between private and company debt. 2. there is a distinction between private and company assets. 3. a company can contract with its member. 4 a company can be liable in tort to a member. A company is recognised as a separate legal entity, it is possible for the ,members of a compang to enjoy limited liability. Put anotherway- the doctrine of separate legal entity. The liabili belong to the company and in a limited liaility company, the members’ liability is limited to the amount unpaid on the shares or the amount of the guarantee given by the member Application of law to the facts In this case, even though Toan and his wife are the sole shareholders of the company, and they are its sole directors, the company was a separate legal and it, not Toan and his wife, was...
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...satisfy the seemingly infinite number and variety of human wants and needs. Economics is the way in which ruling bodies prioritize their resources and strive to ascertain which needs and wants of the populace are most deserving of being satisfied. The fundamental needs of society tend to be the ones that are most frequently addressed; such as food, clothing, warmth and shelter. As such, most economies across the world today attempt to consistently provide for the needs of the people in their society. Once the basic needs of humanity are addressed, the population drives demand for any extra goods and services. A personal computer is an example of an item somebody wants above basic needs. This demand is met by companies making computers and selling them to the public. The issue of choice is also important. Businesses realize consumers have a choice about which items to demand and as such, to become more economically viable, they must make a choice about which items and services to supply. At its heart, the fundamental economic problem is about meeting the needs of the people through supply and demand. It has to address the basic needs of the population, and also their wants and choices of goods and services. The crux of the problem lies in prioritizing which of the wants and...
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...Business Basics * Basic Business Concepts * The Aim and Objectives of Business * The Location of Business * Types of Business Basic Concepts of Business Transactions – business is based on transactions: example a sale occurs after an agreement on value – it is referred to as a transaction Turnover - Net Profit = revenue – total costs Product or Services – business earns revenue by selling a product or a service Capital: money used by business to pay for plant, machinery, buildings etc enable a business to begin or continue in business What is Business? * Part-time cleaner ,multi-national companies, Nationalised industries * Share common characteristics * Aims and objectives * Use resources * A process for decision making * Accountable * Subjects to external constraints Definitions * Business Organised effort of individuals to produce and sell, for a profit, products and services that satisfy society’s needs * e-Business Organised effort of individuals to produce and sell, for a profit, products and services that satisfy society’s needs via computer networks including the Internet take for granted that business today involves e-Business * e-commerce Stakeholders Any person or party who has an interest in the business, however tenuous that interest might be * Example: The Aim and Objectives of Business Aims - Principles by which an organization is run Aim...
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...Company Law - By Avinash Balakrishna Written by Hanumant's Law Journal Saturday, 07 August 2010 23:49 - Last Updated Wednesday, 20 October 2010 16:39 Click here to read Notes on Company Law (Contributed by Avinash Balakrishna avi.b89@gmail.com ) 1. Explain the Advantages and Disadvantages of Incorporation of a Company. (L) 2. Distinction between Company and Partnership.(M) 3. When can Corporate Veil of a Company be Lifted?(L) 4. Write a Note on Pre-incorporation Contracts.(M) 5. Is company a citizen?(S) 6. Explain the Procedure for Registration of a Company.(S) 7. Write a Note on Certificate of Incorporation (sec 34 and 35)(S) 8. Explain the Clauses of Memorandum of Association OR Explain the Importance of Memorandum of Association.(L) 9. Explain the Procedure for Alteration of Memorandum of Association.(M) 10. Articles of Association.(L) 11. Difference between articles and memorandum.(S) 12. Alteration of articles (sec 31)(S) 13. Explain the Doctrine of Ultra-vires.(L) 14. Explain the Doctrine of Constructive Notice.(L) 15. Explain the Doctrine of Indoor Management OR Explain the Rule laid down in Royal British Bank v. Turquand.(L) 16. Prospectus(M) 17. Prospectus- Remedies for Misrepresentation(M) 18. Promoters.(M) 19. Directors- Powers, Duties and Position.(L) 20. 21. 22. 23. 24. Quorum (Section 174).(S) Kinds of Companies.(L) Government Company.(S) Conversion of a Private Company into a Public Company.(M) What are the Advantages of a Private Company?(M) 1/2 Company...
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