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Q1 Perpetual Succession is a company

In company law, perpetual succession is the continuation of a corporation's or other


organization's existence despite the death, bankruptcy, insanity, change in membership or
an exit from the business of any owner or member, or any transfer of stock ,etc.
Perpetual succession, along with the common seal, is one of the factors explaining a
corporation's legal existence as separate from those of its owners. This principle states that:

death, insolvency ,insanity etc. of any member of a company does not affect the
continuity of the company. thus the life of the company does not depend upon the life of
its members.

it shall continue forever irrespective of continuity of its members or directors. except

in case of winding up or liquidation of a company.


"Perpetual Succession" in a company is best defined by this line Members may come and go but the company goes on forever.
It is one of the fundamentals of a company's existence. Perpetual succession means that a
company's life is not determined by the longevity of its members, shareholders, promoters,
directors, employees or anyone else. If a shareholder dies, or hypothetically, all the
shareholders die, only their SHARES in the company will be transferred to new people. If
even a key director resigns, she will be replaced but the company will continue on.

Q2 Procedure of members, ultera windingup


Winding up of a company may be required due to a number of reasons including closure of
business, loss, bankruptcy, passing away of promoters, etc., The procedure for winding up of
a company can be initiated voluntarily by the shareholders or creditors or by a Tribunal. In
this article, we look at the procedure for winding up of a company voluntarily.
What is a members voluntary winding up?
A members voluntary winding up is the process for a solvent company when its members no
longer wish to retain the companys structure because the company has reached the end of
its useful life.
PROCEDURE FOR MEMBERS VOLUNTARY WINDING UP UNDER THE COMPANIES
ACT, 1956The Companies Act 1956 provides for Winding up of the company. The Winding
up may be voluntary Winding up or Winding up under supervision of the Court. The
Voluntary Winding up may be members voluntary Winding up or creditors voluntary

Q3 Doctrine of ultra virus


The doctrine of ultra vires played an important role in the development of corporate powers.
Though largely obsolete in modern privatecorporation law, the doctrine remains in full force f
or government entities. An ultra vires act is one beyond the purposes or powers of acorporati
on. The earliest legal view was that such acts were void. Under this approach a corporation
was formed only for limited purposes andcould do only what it was authorized to do in its cor
porate charter.
This early view proved unworkable and unfair. It permitted a corporation to accept the benefit
s of a contract and then refuse to perform itsobligations on the ground that the contract was
ultra vires. The doctrine also impaired the security of title to property in fully executedtransac
tions in which a corporation participated. Therefore, the courts adopted the view that such ac
ts were Voidable rather than void andthat the facts should dictate whether a corporate act sh
ould have effect.

Q4 Feature of Articles of association


features:

the Model Articles do not allow for the issue of nil or partly paid shares;

they make no proper provision for multiple classes of shares;

they do not contain provisions for alternate directors which could be useful for
companies where directors are to be absent for extended periods;

they contain no provisions expressly covered by the Act such as members rights,
proxies, meetings regimes, share pre-emption or directors conflicts, assuming instead that
all directors have sufficient knowledge of the Act in detail clearly an unreasonable
assumption in the majority of owner managed businesses;

they do not contain any provisions for a change of name to be effected by board
resolution;

they only allow for a Director's written resolution to be passed by a unanimous


decision;

they include no provision for the appointment of a company secretary if the company
has one.

Q5 Statutory provisions relating of


managerial Remuneration
The term remuneration covers the following types of expenditure incurred by the company
for its Director or his family

Rent free accommodation;


Any benefit or amenity in respect of accommodation free of charge;
Any other benefit or amenity free of charge at a concessional rate;
Any personal obligation; and
Insurance on the life of, or to provide any pension, annuity or gratuity for, any of the
director or his /her spouse or child.
But the definition is inclusive one. It covers every amount that the company pays or spends
for or for the benefit of a Director, in whatever form and by whatever name.

Q6 Power of official liquidators in case


ending-up of a company
A company may voluntarily wind up itself, either by passing:
An ordinary resolution, where the purpose for which the company was formed has
completed, or the time limit for which the company was formed, has expired.
Or
By way of special resolution
Both types of resolution shall e passed in the general meeting of the company. (484)
Once the resolution of voluntarily winding up is passed, and then the company may be
wound up, either through:
Members voluntarily winding up, or
Creditors voluntarily winding up
The only difference between the abate two, is that in case of members voluntarily winding
up, Board of Directors have to make a declaration to the effect, that company has no debts.
(488)
MEMBERS VOLUNTARILY WINDING UP
Directors of the company shall call for a Board of Directors Meeting, and make a
declaration of winding up, accompanied by an Affidavit, stating that;
The company has no debts to pay, or
The company will repay it's debts; if any, within 3 years from the commencement of
winding up, as specified in declaration (488)

Q7 Holder in die course


Legal term for an original or any subsequent holder of a negotiable
instrument (check, draft, note, etc.) who has accepted it in good-faith and has
exchanged something valuable for it. For example, anyone who accepts a thirdparty check is a holder in due course. He or she has certain legal rights, and is
presumed to be unaware that (if such were the case) the instrument was at any
time overdue, dishonoured when presented for payment, had any claims against
it, or the party required to pay it has valid reason for not doing so.
Also called protected holder, or bona fide holder for value.

Q8 Role of SEBI in the secondary market


The SEBI is the regulatory authority established under Section 3 of SEBI Act 1992
to protect the interests of the investors in securities and to promote the
development of, and to regulate, the securities market and for matters
connected therewith and incidental thereto.
The Monopolistic and Restrictive TRADE Practices Act, 1969, was enacted
1. To ensure that the operation of the economic system does not result in the
concentration of economic power in hands of few,
2. To provide for the control of monopolies, and
3.

To prohibit monopolistic and restrictive trade practices .

Q9 Power of MRTP commission


.
The MRTP Act extends to the whole of India except Jammu and Kashmir
Unless the Central Government otherwise directs, this act shall not apply to:
1. Any undertaking owned or controlled by the Government Company,
2. Any undertaking owned or controlled by the Government,
3. Any undertaking owned or controlled by a corporation (not being a
company established by or under any Central, Provincial or State Act,
4. Any trade union or other association of workmen or employees formed for
their own reasonable protection as such workmen or employees,
5. Any undertaking engaged in an industry, the management of which has
been taken over by any person or body of persons under powers by the
Central Government,
6. Any undertaking owned by a co-operative society formed and registered
under any Central, Provincial or state Act,
7.

Any FINANCIAL institution.

Q10 Objectives of competition


commission of india
An Act to provide, keeping in view of the economic development of the country,
for the establishment of a Commission to prevent practices having adverse effect
on competition, to promote and sustain competition in MARKETS, to protect the
interests of consumers and to ensure freedom of TRADE

carried on by other

participants in markets, in India, and for matters connected therewith or


incidental thereto.

To achieve its objectives, the Competition Commission of India endeavours to do


the following:

Make the markets work for the benefit and welfare of consumers.

Ensure fair and healthy competition in economic activities in the country


for faster and inclusive growth and development of economy.

Implement competition policies with an aim to effectuate the most


efficient utilization of economic resources.

Develop and nurture effective relations and interactions with sectoral


regulators to ensure smooth alignment of sectoral regulatory laws in tandem
with the competition law.

Effectively carry out competition advocacy and spread the information on


benefits of competition among all stakeholders to establish and nurture
competition culture in Indian economy

Q2 Elucidate the major provisions of


FEMA dealing with regulation and
management of foreign exchange
The Foreign Exchange Management Act, 1999 (FEMA) is an Act of the Parliament
of India "to consolidate and amend the law relating to foreign exchange with the
objective of facilitating external TRADE and payments and for promoting the
orderly development and maintenance of foreign exchange market in India". It
was passed in the winter session of Parliament in 1999, replacing the Foreign
Exchange Regulation Act (FERA). This act makes offences related to foreign
exchange civil offenses. It extends to the whole of India., replacing FERA, which
had become incompatible with the pro-liberalisation policies of the SL
Government of India. It enabled a new foreign exchange management regime
consistent with the emerging framework of the World Trade Organisation (WTO).
It also paved the way for the introduction of the Prevention of Money Laundering
Act 2002, which came into effect from 1 July 2005.
Unlike other laws where everything is permitted unless specifically prohibited,
under this act everything was prohibited unless specifically permitted. Hence the
tenor and tone of the Act was very drastic. It required imprisonment even for
minor offences. Under FERA a person was presumed guilty unless he proved

himself innocent, whereas under other laws a person is presumed innocent


unless he is proven guilty.
FEMA is a regulatory mechanism that enables the Reserve Bank of India and the
Central Government to pass regulations and rules relating to foreign exchange in
tune with the Foreign Trade policy of India.

Regulations/Rules under FEMA

Foreign Exchange Management (Current Account Transactions) Rules,


2000

Foreign Exchange Management (Permissible Capital Account Transactions)


Regulations, 2000

Foreign Exchange Management (Transfer or Issue of any Foreign Security)


regulations, 2004

Foreign Exchange Management (Foreign currency accounts by a person


resident in India)Regulations, 2000

Foreign Exchange Management (Acquisition and transfer of immovable


property in India) regulations, 2000

Foreign Exchange Management (Establishment in India of branch or office


or other place of business) regulations, 2000

Foreign Exchange Management (Manner of Receipt and Payment)


Regulations, 2000

Foreign Exchange Management (Export of Goods and Services)


regulations, 2000

Foreign Exchange Management (Realisation, repatriation and surrender of


Foreign Exchange)regulations, 2000

Foreign Exchange Management (Possession and Retention of Foreign


CURRENCY) Regulations, 2000

Foreign Exchange (compounding proceedings) rules, 2000

Management Of Foreign Exchange


The Parliament has enacted the Foreign Exchange Management Act,1999 to
replace the Foreign Exchange Regulation Act, 1973. This Act came into force on
the 1st day of June, 2000. The Central Govt. have established the Directorate of
Enforcement with Director and other officers, for the purpose of taking up
investigations of cases under the said Act.
The object of the Act is to consolidate and amend the law relating to foreign
exchange with objective of facilitating external TRADE and payments and for
promoting the orderly development and maintenance of foreign exchange
market in India.
This Act extends to the whole of India and also apply applies to all branches,
offices and agencies outside India owned or controlled by a person resident in
India. It is also applicable to any contravention committed outside India by any
person to whom this Act is applicable.
BROAD SCHEME OF THE FOREIGN EXCHANGE MANAGEMENT ACT,
1999 :
SECTION 3 - Prohibits dealings in foreign exchange except through an
authorised person. This section states that no person can, without general or
special permission of the RBI(a) Deal in or transfer any foreign exchange or foreign securities to any person
not

being

an

authorized

person.

(b) Make any payment to or for the credit of any person resident outside India in
any

manner.

(c) Receive otherwise through an authorized person, any payment by order or


on

behalf

of

any

person

resident

outside

India

in

any

manner.

(d) Enter into any financial transaction in India as consideration for or in


association with acquisition or creation or transfer of a right to acquire any
asset outside India by any person.
SECTION 4 - Restrains any person resident in India from acquiring, holding,

owning, possessing or transferring any foreign exchange, foreign security or any


immovable property situated outside India except as specifically provided in the
Act. The terms "foreign exchange" and "foreign security" are defined in sections
2(n) and 2(o) respectively of the Act. The Central Govt. has made Foreign
Exchange Management (Current Account Transactions) Rules, 2000.
SECTION 6 - deals with capital account transactions. This section allows a
person to draw or sell foreign exchange from or to an authorised person for a
capital account transaction. RBI in consultation with Central Govt. has issued
various regulations on capital account transactions in terms of sub-section (2)
and (3) of section 6.
SECTION 7 - deals with export of goods and services. Every exporter is required
to furnish to the RBI or any other authority, a declaration, etc., regarding full
export value.
SECTION 8 - casts the responsibility on the persons resident in India who have
any amount of foreign exchange due or accrued in their favour to get the same
realised and repatriated to India within the specific period and the manner
specified by RBI..
SECTIONS 10 and 12

- deals with duties and liabilities of the authorized

persons. Authorised person has been defined in Sec.2(c) of the Act which means
an authorised dealer,MONEY changer, off shore banking unit or any other
person for the time being authorized to deal in foreign exchange or foreign
securities.
SECTIONS 13 and 15 - of the Act deal with penalties and enforcement of the
orders of Adjudicating Authority as well power to compound contraventions

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