Company and Commercial Law
Companies Act, 1994
Know the types of companies: private, public, limited by shares, limited by guarantee, and unlimited. Study incorporation (promoter, memorandum, articles, certificate of incorporation), the doctrine of separate legal personality (Salomon v Salomon), and the lifting of the corporate veil in cases of fraud, tax evasion and alter ego.
Management and Meetings
Revise the role of directors, their duties and liabilities, the annual general meeting, extraordinary general meetings, resolutions (ordinary, special), and the rules on share capital, dividends and accounts. Understand the office of the Registrar of Joint Stock Companies and Firms and the consequences of non-compliance.
Winding Up and Insolvency
Know the modes of winding up (members' voluntary, creditors' voluntary, compulsory by court) and the grounds for compulsory winding up. Study the Insolvency Act, 2021 and the Bankruptcy Act, 1997 as applicable.
Commercial Statutes
Revise the Negotiable Instruments Act, 1881 (cheques, bills of exchange, promissory notes, dishonour), the Bankers' Books Evidence Act, 1891, the Sale of Goods Act, 1930, the Partnership Act, 1932, and the Arbitration Act, 2001. Know the essentials of a valid cheque and the consequences of dishonour.
Traps
Examiners test whether a private company can invite the public to subscribe (it cannot), the minimum number of directors, and the distinction between a special resolution and an ordinary resolution. Another trap is treating a company as a partnership in disguise.
Rule of Thumb
For any company question, identify the type of company, the relevant provision of the Companies Act, 1994, and whether the corporate veil can be lifted. For negotiable instruments, check the essentials of a valid instrument and the notice of dishonour.