CS Executive Paper 6 (ECIPL) study materials
CS Executive Paper 6 (ECIPL) study resources

CS Executive Paper 6 (ECIPL) cheat sheet

CS Executive Paper 6 (ECIPL) · Keep the key ideas within reach.

Quick reference

Law of Contract and Specific Relief

  • Section 2(h) Indian Contract Act, 1872: contract = agreement enforceable by law; agreement (s.2(e)) = promise or set of promises with consideration.

  • Section 10 essentials: offer + acceptance, lawful consideration, lawful object, capacity, free consent, not expressly declared void.

  • Section 25: agreement without consideration is void except natural love and affection between near relatives, past voluntary services, or written promise to pay time-barred debt.

  • Minor's agreement is void ab initio (Mohori Bibee v Dharmodas Ghose); a minor can be a beneficiary and cannot be ordered to refund under s.65.

  • Section 56: agreement becomes void when performance impossible by act of God or change of law; frustration discharges the contract without damages.

  • Specific Relief Act, 1963 s.10: specific performance is the rule for contracts, not discretionary relief; s.14 lists contracts not specifically enforceable (personal service, determinable).

  • Section 16 SRA: readiness and willingness of the plaintiff is a mandatory condition for specific performance; s.20 bars relief where contract is unfair or obtained by undue influence.

  • Injunction under ss.36-42 SRA is preventive relief; s.41 lists cases where injunction is refused, e.g. to restrain breach of a contract not specifically enforceable.

Quick reference

Law of Sale of Goods and Negotiable Instruments

  • Sale of Goods Act, 1930 s.4: sale = transfer of property in goods for a price; agreement to sell is a contract plus a future transfer.

  • Section 12 distinguishes condition (essential term, breach gives right to repudiate) from warranty (collateral, breach gives damages only).

  • Section 16 implied conditions as to quality/fitness are negated by caveat emptor unless buyer relies on seller's skill or goods are by description.

  • Section 19: property passes when parties intend; s.20 for specific goods in deliverable state passes on contract; s.23 for unascertained goods on appropriation.

  • Section 27: nemo dat quod non habet - seller without title transfers none, except sale by mercantile agent, finder, or in market overt exceptions in ss.27-30.

  • Negotiable Instruments Act, 1881 s.13: negotiable instrument = promissory note, bill of exchange or cheque payable either to order or to bearer.

  • Section 138: dishonour of cheque for insufficiency of funds is an offence if demand notice is served within 30 days of receipt of memo and payment is not made within 15 days.

  • Section 118 statutory presumptions: consideration, date, time of acceptance, and that the holder is a holder in due course - rebuttable by evidence.

Quick reference

Law of Partnership, LLP and Competition Law

  • Indian Partnership Act, 1932 s.4: partnership = relation between persons who agree to share profits of a business carried on by all or any acting for all.

  • Section 5: a partner is the agent of the firm for business purposes; s.18 makes the firm liable for acts within the authority of a partner.

  • Section 30: a minor may be admitted to the benefits of partnership with consent of all partners but is not personally liable; liability limited to share.

  • Section 32: retirement requires notice to all partners; retiring partner remains liable to third parties until public notice under s.72.

  • LLP Act, 2008: minimum two designated partners, at least one resident in India; body corporate with perpetual succession and limited liability; governed by LLP agreement.

  • Competition Act, 2002 s.3 prohibits anti-competitive agreements including horizontal price-fixing, bid-rigging, market allocation and output restriction; s.4 prohibits abuse of dominant position.

  • Section 5 thresholds for combinations are based on assets or turnover of the parties; s.6 requires notification to CCI within 30 days of board approval where thresholds are met.

  • CCI may impose penalty up to 10% of average turnover for the last three preceding financial years for contravention of s.3 or s.4.

Quick reference

Companies Act, 2013 - Incorporation, Prospectus, Share Capital, Management and Meetings

  • Section 3: public company needs minimum 7 subscribers, private company 2, OPC 1; s.4 memorandum must state name, registered office state, objects, liability and capital.

  • Section 12: company must have registered office within 30 days of incorporation and display name and CIN outside every office; s.9 certificate of incorporation is conclusive evidence.

  • Section 26: prospectus must be dated and filed with the Registrar before issue; s.32 requires every prospectus to state a date and be issued within 90 days of registration.

  • Section 42: private placement requires offer letter, minimum investment of Rs. 20,000 face value, and money in a separate bank account; s.62 rights issue with 15-day offer period.

  • Section 43: share capital consists of equity and preference shares; s.47 voting rights of preference shareholders restricted to resolutions affecting their rights.

  • Section 102: notice of general meeting must be given at least 21 clear days in advance with explanatory statement; s.103 quorum: 5 members for public company, 2 for private.

  • Section 96: AGM must be held once a year with not more than 15 months between two AGMs; first AGM within 9 months of first financial year end.

  • Section 149: every listed company and prescribed classes must have at least one-third independent directors; s.152 rotation of two-thirds of directors in public companies.

Quick reference

Industrial and Labour Laws

  • Factories Act, 1948 s.2(m): factory = premises with 10 or more workers with power, or 20 or more without power, and a manufacturing process; s.6 approval of factory building plans.

  • Section 59: maximum 48 working hours a week and 9 hours a day; s.54 weekly holiday; s.55 intervals of rest; s.79 annual leave with wages based on days worked.

  • Industrial Disputes Act, 1947: s.2(k) defines industrial dispute; s.25F conditions precedent to retrenchment (notice, compensation, opportunity); s.25N prior permission for lay-off in large units.

  • Section 33 of IDA protects workmen during pendency of proceedings; s.2A allows individual workman to raise dismissal disputes directly.

  • EPF Act, 1952: applies to establishments with 20 or more employees; contribution 12% of basic wages plus dearness allowance by employer and employee, with employer share split 8.33% to EPS.

  • Payment of Gratuity Act, 1972: applies at 10 or more employees; gratuity payable after 5 years continuous service at 15/26 of last drawn wages per year of service, capped at Rs. 20 lakh.

  • ESI Act, 1948: applies to factories with 10 or more persons and establishments with 20 or more; employee contribution 0.75% and employer 3.25% of wages for covered employees.

  • Employees' Compensation Act, 1923 covers workmen not covered by ESI; employer liable for accident arising out of and in course of employment, with compensation based on wages and injury type.

Quick reference

Economic and Commercial Legislation

  • FEMA, 1999 s.3: no person may deal in or transfer foreign exchange or foreign security except as permitted; s.6 governs capital account transactions by regulation.

  • FEMA s.13: penalty up to three times the sum involved where quantifiable, or up to Rs. 2 lakh where not quantifiable; s.37A empowers ED officers to seize documents.

  • PMLA, 2002 s.3: offence of money laundering - projecting proceeds of crime as untainted property; s.4 punishment 3 to 7 years imprisonment and fine.

  • PMLA s.12: reporting entities must maintain records of transactions and verify client identity; s.12A permits sharing of information with FIU; s.45 attaches properties involved.

  • IBC, 2016 s.7: financial creditor may file application on default of Rs. 1 crore or more; s.9 operational creditor after demand notice; s.10 corporate debtor itself.

  • IBC s.14 moratorium prohibits suits, transfer of assets and enforcement of security; s.31 resolution plan approved by CoC binds all stakeholders.

  • IBC s.12A: withdrawal of application permitted with approval of 90% of CoC; s.33 liquidation order if resolution plan not approved within time.

  • SARFAESI Act, 2002 s.13: secured creditor may enforce security interest after 60-day notice; s.17 allows borrower appeal to DRT within 45 days.

Quick reference

Consumer Protection Law and Miscellaneous Commercial Laws

  • Consumer Protection Act, 2019 s.2(7): consumer includes any person who buys goods or hires services for consideration, including online and offline transactions.

  • Section 2(11) defines deficiency in service; s.2(47) unfair trade practice includes misleading advertisements and false representation about quality or price.

  • Pecuniary jurisdiction: District Commission up to Rs. 50 lakh, State Commission above Rs. 50 lakh to Rs. 2 crore, National Commission above Rs. 2 crore.

  • Section 35: complaint may be filed within 2 years from cause of action; s.38 provides relief including replacement, refund, compensation and corrective advertisement.

  • Section 2(42) product liability: manufacturer or product service provider liable for defective goods or deficient service causing harm; s.86 penalty for false advertisement.

  • E-Commerce Rules, 2020 require disclosure of seller details, grievance officer and prohibition of misleading advertisements by marketplace entities.

  • Arbitration and Conciliation Act, 1996: s.7 arbitration agreement in writing; s.11 appointment by Supreme Court or High Court; s.34 setting aside award within 3 months.

  • Legal Metrology Act, 2009 requires standard weights and measures and declaration of pre-packaged commodity particulars; contravention attracts penalty under s.36.

Quick reference

Law of Contract and Specific Relief - Remedies

  • Section 73 Indian Contract Act: damages for breach are compensation for loss naturally arising or in contemplation of parties; remote loss not recoverable.

  • Section 74: where a sum is named as penalty or liquidated damages, the court awards reasonable compensation not exceeding that sum, regardless of actual loss.

  • Section 75: party rightfully rescinding a contract is entitled to compensation for damage sustained through non-fulfilment.

  • Specific Relief Act s.5: specific performance may be granted for a contract where damages are inadequate; s.11 bars it against a person not a party to the contract.

  • SRA s.34: declaratory decree available to any person entitled to a legal character or right, and to deny a legal character asserted against him.

  • SRA s.38: perpetual injunction granted to prevent breach of an obligation existing in favour of the plaintiff; s.39 mandatory injunction to compel performance.

Quick reference

Negotiable Instruments - Parties and Liability

  • Section 6: cheque is a bill of exchange drawn on a specified banker and payable on demand; s.5 bill of exchange, s.4 promissory note.

  • Section 9: holder in due course obtains the instrument for consideration, before maturity, in good faith and without notice of defect in title.

  • Section 30: drawer of a bill is bound to compensate the holder if the drawee dishonours; s.32 maker of a note is primarily liable.

  • Section 85: banker paying a cheque in good faith and without negligence is protected; s.89 protects a paying banker on a crossed cheque.

  • Section 123: crossing is general (two parallel lines) or special (banker's name); s.126A electronic cheque is a cheque in electronic form.

Quick reference

Partnership - Relations and Dissolution

  • Section 18 Partnership Act: firm is liable for wrongful acts of a partner in the ordinary course of business, to the same extent as the partner.

  • Section 31: a new partner may be admitted only with the consent of all existing partners; s.25 profit sharing is equal unless agreed otherwise.

  • Section 40: firm may be dissolved by consent of all partners or by contract; s.44 by the court on grounds such as misconduct or persistent loss.

  • Section 69: unregistered firm cannot enforce rights in court against third parties until registered, except for dissolution or accounts.

  • LLP Act s.23: LLP is liable for wrongful acts of a partner; s.24 partner not personally liable for obligations of LLP except own wrongful act.

Quick reference

Companies Act - Capital and Meetings Detail

  • Section 55: issue of sweat equity shares requires special resolution and approval of 3/4 of shareholders in a general meeting.

  • Section 68: buy-back of shares limited to 25% of paid-up capital and free reserves in a financial year, with a maximum of 10% by board resolution.

  • Section 123: dividend declared at AGM is payable within 30 days; unpaid dividend transferred to Unpaid Dividend Account within 7 days of expiry.

  • Section 101: general meeting may be called at shorter notice with consent of 95% of members entitled to vote at AGM; s.100 EGM requisition by members holding 10%.

Quick reference

Labour Codes and Welfare Detail

  • Factories Act s.21: no worker shall be required to work in a confined space where fumes make safety uncertain; s.41A site appraisal for hazardous processes every two years.

  • ESI Act s.46: benefits include sickness benefit at 70% of wages for 91 days, maternity benefit, disablement and dependants' benefit.

  • Gratuity Act s.4: 5 years continuous service not required on death or disablement; s.7 employer must pay within 30 days of becoming due.

  • ID Act s.2(n): workman excludes managerial and administrative staff; s.25B continuous service of 240 days in a year for retrenchment benefits.

Quick reference

FEMA, PMLA and IBC - Procedure

  • FEMA s.6(3): RBI may prohibit, restrict or regulate capital account transactions; current account transactions are generally free under s.5.

  • FEMA s.19: appeal against ED order to Appellate Tribunal within 45 days; s.35 provides for compounding of contraventions.

  • PMLA s.17: Director may authorise survey and search; s.19 provisional attachment of property for 180 days, extendable by the Adjudicating Authority.

  • IBC s.12: CIRP must be completed within 330 days including extension; s.29A bars resolution applicants with specified disqualifications.

Quick reference

Consumer Commissions and Commercial Law Detail

  • Consumer Protection Act s.2(9): complaint includes allegation of defective goods, deficient service, unfair trade practice or restrictive trade practice.

  • Section 47: State Commission hears appeals against District Commission orders and original complaints above Rs. 50 lakh; appeal to National Commission within 30 days.

  • Section 58: National Commission may hear appeals and may impose penalty up to Rs. 1 crore for false or frivolous complaints under s.65.

  • Sale of Goods Act s.46: unpaid seller's rights include lien, stoppage in transit and resale; s.47 lien lost when property passes to buyer.

Quick reference

Contract - Consent and Capacity

  • Section 13: consent means agreeing upon the same thing in the same sense; s.14 free consent requires absence of coercion, undue influence, fraud, misrepresentation and mistake.

  • Section 16 undue influence: relations where one party can dominate the will of the other, including fiduciary relations; burden of proof shifts to the dominant party.

  • Section 17 fraud includes suggestion of untrue facts, active concealment and promise without intention to perform; s.18 misrepresentation is innocent misstatement.

  • Section 11: persons competent to contract are of the age of majority, of sound mind and not disqualified by law; s.12 sound mind test for capacity.

Quick reference

Sale of Goods - Performance and Remedies

  • Section 31: it is the duty of the seller to deliver goods and of the buyer to accept and pay in accordance with the contract.

  • Section 42: buyer is deemed to have accepted goods when he intimates acceptance or retains goods beyond a reasonable time without objection.

  • Section 45: unpaid seller's right of lien arises where goods are sold without stipulation as to credit; s.50 resale after notice gives right to damages.

  • Section 61: suit for price or damages for non-acceptance; interest may be awarded under s.61(2) from date of tender.

Quick reference

Competition Law - Procedure and Orders

  • Competition Act s.19: CCI may inquire into contravention on its own motion or on information from any person; s.26 directs investigation by DG.

  • Section 27: after inquiry, CCI may cease and desist, impose penalty, or order division of an enterprise; s.28 empowers division of a dominant enterprise.

  • Section 21A: CCI may enter into agreements with foreign agencies for enforcement; s.32 allows extra-territorial application for conduct outside India affecting competition.

  • Section 49: Competition Appellate Tribunal replaced by NCLAT; appeals against CCI orders lie to NCLAT within 60 days.

Quick reference

Companies Act - Directors and Audit

  • Section 165: maximum 20 directorships per person, excluding private companies; s.167 vacation of office on non-attendance at board meetings for 12 months.

  • Section 139: auditor appointed for 5 years at AGM; s.141 disqualifications include indebtedness above Rs. 5 lakh to the company.

  • Section 177: audit committee mandatory for listed companies and prescribed classes; s.178 nomination and remuneration committee.

  • Section 135: CSR applies to companies with net worth of Rs. 500 crore or turnover of Rs. 1000 crore or net profit of Rs. 5 crore; 2% of average net profit of three years.

Quick reference

Labour - Disputes and Social Security

  • ID Act s.2(p): settlement means a written agreement between employer and workmen; s.18 settlement is binding on parties and successors.

  • Section 10: appropriate government may refer an industrial dispute to a Board, Court of Inquiry, Labour Court or Industrial Tribunal.

  • Section 22: prohibition of strikes in public utility services without 14 days' notice; s.23 general prohibition of strikes during pendency of proceedings.

  • EPF Act s.7A: authority may determine dues after inquiry; s.14B damages up to 100% of arrears for default in deposit.

Quick reference

IBC - Insolvency Resolution Process

  • IBC s.3(12): default means non-payment of a debt due and payable; s.4 threshold is Rs. 1 crore for filing applications.

  • Section 16: interim resolution professional takes control of the corporate debtor's assets; s.18 duties include managing operations and collecting information.

  • Section 30: resolution plan must be approved by CoC with 66% voting share; s.31 approval binds the corporate debtor and stakeholders.

  • Section 53: waterfall of liquidation - insolvency costs, secured creditors, wages, financial debts, government dues, then equity.

Quick reference

Consumer Protection - Redressal and Penalties

  • Section 34: District Commission may admit complaint and issue notice to opposite party within 21 days; s.38 order within 3 months of notice.

  • Section 49: State Commission may call for records; s.58 National Commission may review its own order under s.60.

  • Section 72: product liability action may be filed against manufacturer for manufacturing defect, design defect or failure to warn.

  • Section 88: penalty for manufacturing or selling adulterated products; s.89 for spurious goods, with imprisonment and fine.

Quick reference

Contract - Performance and Discharge

  • Section 37: parties must perform or offer to perform their promises; s.38 tender of performance must be unconditional and for the whole obligation.

  • Section 62: novation, rescission or alteration discharges the original contract by agreement; s.63 acceptance of lesser sum discharges the whole.

  • Section 56: doctrine of frustration requires impossibility of performance, not mere hardship or commercial difficulty.

  • Section 39: when a party refuses to perform, the other may put an end to the contract unless he has signified acquiescence.

Quick reference

Negotiable Instruments - Dishonour and Notice

  • Section 91: a bill is dishonoured by non-acceptance or non-payment; s.93 notice of dishonour must be given to drawer and endorsers.

  • Section 138 proviso: demand notice must be sent within 30 days of receipt of information of dishonour; cause of action arises after 15 days of notice.

  • Section 142: complaint must be filed within one month of cause of action; s.143A interim compensation up to 20% of cheque amount may be ordered.

  • Section 139: presumption that holder received the cheque for discharge of a debt; burden lies on the accused to rebut.

Quick reference

Partnership - Liability and Authority

  • Section 19: implied authority of a partner does not include submitting a dispute to arbitration or opening a bank account in the firm's name.

  • Section 20: partners may extend or restrict implied authority by contract; s.22 compromise by one partner is not binding unless authorised.

  • Section 26: firm is liable for misapplication of money received by a partner within his apparent authority.

  • Section 45: liability of partners for acts after dissolution continues until public notice is given under s.72.

Quick reference

Companies Act - Incorporation and Prospectus

  • Section 7: documents filed with Registrar include MOA, AOA, declarations and address proof; s.7(7) allows rectification of name or objects.

  • Section 33: issue of a prospectus without registration is void; s.34 misstatements in prospectus make directors liable for loss.

  • Section 35: civil liability for misstatement in prospectus extends to promoters, directors and experts who consented to be named.

  • Section 39: minimum subscription must be received before allotment; s.40 securities to be allotted within 60 days of receipt of application money.

Quick reference

Labour - Factories and Wages

  • Factories Act s.11: cleanliness standards; s.13 ventilation and temperature; s.17 lighting and s.18 drinking water arrangements.

  • Section 36: no woman shall work in a factory except between 6 a.m. and 7 p.m.; s.66 further restrictions on night work.

  • Section 88: provisions apply to government factories; s.85 state government may extend the Act to establishments with fewer workers.

  • Payment of Wages Act, 1936: wages to be paid within 7 days of wage period for establishments with fewer than 1000 workers, and within 10 days otherwise.

Quick reference

FEMA and PMLA - Key Definitions

  • FEMA s.2(v): person resident in India includes a person residing in India for more than 182 days in the preceding financial year, subject to exceptions.

  • FEMA s.2(h): foreign exchange means foreign currency, deposits, credits and instruments payable in foreign currency.

  • PMLA s.2(1)(u): proceeds of crime means property derived from criminal activity relating to a scheduled offence.

  • PMLA s.2(1)(sa): reporting entity includes banks, financial institutions and intermediaries registered with SEBI or IRDAI.

Quick reference

Miscellaneous Commercial Statutes

  • Indian Stamp Act, 1899 s.35: an instrument not duly stamped is inadmissible in evidence until duty and penalty are paid.

  • Registration Act, 1908 s.17: documents requiring compulsory registration include instruments of gift of immovable property and leases exceeding one year.

  • Limitation Act, 1963: Article 113 provides 3 years for suits for which no period is prescribed; Article 54 for specific performance is 3 years from date fixed for performance.

  • Benami Transactions (Prohibition) Act, 1988: benami property may be attached and confiscated; s.53 provides imprisonment up to 7 years.

Quick reference

Contract - Quasi Contracts and Breach

  • Section 68: claim for necessaries supplied to a person incapable of contracting, against his property; s.69 reimbursement by a person interested in payment.

  • Section 70: obligation of a person enjoying benefit of a non-gratuitous act; s.71 responsibility of a finder of goods.

  • Section 72: money paid or goods delivered by mistake or coercion must be repaid or returned.

  • Section 124: contract of indemnity has two parties; s.126 contract of guarantee has surety, principal debtor and creditor.

Quick reference

Sale of Goods - Conditions and Warranties

  • Section 13: breach of condition may be treated as breach of warranty; s.14 implied undertaking as to title and quiet possession.

  • Section 15: sale by description implies goods shall correspond with description; s.16(2) fitness for purpose where buyer makes purpose known.

  • Section 17: sale by sample implies bulk corresponds with sample and buyer has reasonable opportunity of comparison.

  • Section 62: exclusion of implied terms by express agreement is permitted, subject to s.62(2) saving of rights.

Quick reference

LLP Act - Incorporation and Compliance

  • LLP Act s.5: any individual or body corporate may be a partner; s.6 minimum two partners required for incorporation.

  • Section 7: designated partners must obtain DPIN; s.8 consent of designated partner to act is required.

  • Section 10: incorporation document filed with Registrar; s.12 certificate of registration is conclusive evidence of formation.

  • Section 34: financial year of LLP ends on 31 March; s.35 books of account to be kept at registered office and statement of account filed annually.

Quick reference

Companies Act - Share Capital and Transfers

  • Section 44: shares are movable property transferable in the manner provided by articles; s.56 transfer requires instrument and delivery to company.

  • Section 58: refusal to register transfer must be communicated within 30 days; s.59 appeal to Tribunal against refusal.

  • Section 66: reduction of share capital requires special resolution and Tribunal confirmation; s.61 company may alter share capital by ordinary resolution.

  • Section 73: deposits may be accepted from members subject to limits and credit rating; s.76 acceptance of deposits from public on conditions.

Quick reference

Labour - ESI and Gratuity Detail

  • ESI Act s.2(9): employee includes persons employed for wages in a factory; s.2(22) wages exclude travelling allowance and gratuity.

  • ESI s.53: employer liable to pay compensation for employment injury; s.61 bars claim under Workmen's Compensation Act.

  • Gratuity Act s.2A: continuous service includes periods of leave, sickness and temporary disablement; s.4(2) maximum amount notified by Central Government.

  • Gratuity s.9: gratuity exempt from attachment in execution of a decree; s.13 protects gratuity from employer's creditors.

Quick reference

IBC - Creditors and Resolution

  • IBC s.5(7): financial creditor is a person to whom a financial debt is owed; s.5(20) operational debt includes goods and services dues.

  • Section 21: committee of creditors comprises financial creditors; s.24 meetings conducted by resolution professional.

  • Section 43: preferential transactions within 2 years of insolvency commencement may be avoided; s.45 undervalued transactions within 2 years.

  • Section 66: fraudulent trading liable for penalty; s.74 punishment for contravention of moratorium.

Quick reference

Consumer Protection - Appeals and Enforcement

  • Section 51: appeal to State Commission within 30 days of District Commission order, with condonation of delay on sufficient cause.

  • Section 73: appeal to National Commission against State Commission order within 30 days; s.67 transfer of cases by National Commission.

  • Section 94: Central Authority may investigate unfair trade practices; s.95 may issue directions for recall of goods or refund.

  • Section 2(28): restrictive trade practice includes manipulation of price or conditions of delivery that restricts competition.

Quick reference

Specific Relief - Specific Performance Bars

  • SRA s.14(a): contract for personal service not specifically enforceable; s.14(b) contract dependent on personal qualifications.

  • SRA s.14(c): contract whose performance involves continuous supervision by court is barred; s.14(d) determinable contracts.

  • SRA s.20: relief may be refused where contract is unconscionable or plaintiff has obtained unfair advantage.

  • SRA s.29: rescission may be granted where contract is voidable or unlawful; s.30 rescission requires restoration of benefits.

Quick reference

Sale of Goods - Transfer of Title

  • Section 26: risk prima facie passes with property; s.26 proviso delays risk until delivery where goods are not delivered.

  • Section 27: sale by a person not the owner passes no title except under ss.28-30; s.30 sale by a mercantile agent in possession with owner's consent.

  • Section 29: sale by a joint owner in possession; s.28 sale by a finder or by a person in possession under a voidable contract.

  • Section 48: unpaid seller's right of stoppage in transit applies when buyer becomes insolvent; s.49 notice of stoppage to carrier.

Quick reference

Competition - Abuse of Dominance

  • Section 4(2)(a): abuse includes imposing unfair or discriminatory conditions or price; s.4(2)(b) limiting production or market access.

  • Section 4(2)(c): denial of market access; s.4(2)(d) imposing supplementary obligations unrelated to the contract.

  • Section 19(4): factors for determining dominant position include market share, size, entry barriers and dependence of consumers.

  • Section 4(3): dominant position means ability to operate independently of competitive forces or affect competitors and consumers.

Quick reference

Companies Act - Board and Governance

  • Section 173: board meeting at least once every 3 months with gap not exceeding 120 days; s.174 quorum is one-third of total strength or two directors.

  • Section 185: loans to directors restricted and require special resolution for full value; s.186 limits inter-corporate loans to 60% of paid-up capital plus free reserves.

  • Section 188: related party transactions require board approval and prior approval of members by ordinary resolution where thresholds are exceeded.

  • Section 197: managerial remuneration limits to 11% of net profits; excess requires approval of members and lenders.

Quick reference

Labour - ID Act Procedures

  • ID Act s.2A: individual workman may raise dispute regarding discharge, dismissal, retrenchment or termination; conciliation officer must be approached.

  • Section 12: conciliation officer must submit report within 14 days of commencement of conciliation proceedings.

  • Section 25C: retrenchment compensation is 15 days' average pay for every completed year of continuous service.

  • Section 33C: labour court may compute money due to a workman from an employer under a settlement or award.

Quick reference

Economic Legislation - Miscellaneous

  • Foreign Trade (Development and Regulation) Act, 1992 s.3: Central Government may make provisions for development of foreign trade and prohibit imports or exports.

  • FEMA s.10: authorised person must comply with directions of RBI; s.11 may refuse transactions where contravention suspected.

  • Prevention of Corruption Act, 1988 s.7: public servant obtaining undue advantage is punishable with imprisonment of 3 to 7 years and fine.

  • Insolvency and Bankruptcy Code s.235: power of Central Government to make rules; s.239 rules for insolvency resolution.

Quick reference

Consumer Protection - Definitions and Procedure

  • Section 2(6): complainant includes a consumer, a registered consumer association, or the Central or State Authority.

  • Section 2(18): defect means any fault, imperfection or shortcoming in quality, quantity or purity of goods.

  • Section 2(21): goods includes every kind of movable property other than actionable claims and money.

  • Section 2(35): service means service of any description made available to potential users, including banking and insurance.

Quick reference

Contract - Agency and Bailment

  • Section 182: agent is a person employed to do any act for another or represent another in dealings with third persons; s.183 principal must be competent.

  • Section 196: no consideration is necessary to create an agency; s.185 consideration not required.

  • Section 201: agency terminates on revocation, renunciation, death or insanity of principal; s.203 revocation requires reasonable notice.

  • Section 148: bailment is delivery of goods for a purpose on return of goods; s.151 bailee must take reasonable care of goods.

Quick reference

Negotiable Instruments - Endorsements

  • Section 15: endorsement is signing on the instrument for the purpose of negotiation; s.16 endorsement in blank or in full.

  • Section 52: holder may obtain a copy of a dishonoured bill; s.51 notary protest for foreign bills required.

  • Section 118(a): presumption of consideration for a negotiable instrument; s.118(g) presumption that holder is holder in due course.

  • Section 8: holder is a person entitled in his own name to possession and to receive the amount due.

Quick reference

Partnership - Registration and Effects

  • Section 58: application for registration must state firm name, place of business and names of partners; s.59 registration entry in register.

  • Section 69: effects of non-registration - suit by firm against third party barred and suit by partner against firm for accounts barred.

  • Section 63: change in firm name or place of business must be notified; s.63(1) penalty for failure to notify.

  • Section 74: registration of firms is optional; unregistered firm may still be sued by third parties.

Quick reference

Companies Act - Private and Public Companies

  • Section 2(68): private company restricts transfer of shares, limits members to 200 and prohibits public invitation for securities.

  • Section 2(71): public company is not a private company and has minimum paid-up capital as prescribed; subsidiary of public company is deemed public.

  • Section 2(62): one person company has one member; nominee required under s.3(1)(c) and s.4(1)(c).

  • Section 43A: conversion of private company into public company where 25% or more paid-up capital is held by body corporate.

Quick reference

Labour - Welfare and Safety

  • Factories Act s.45: first-aid appliances required; s.46 canteen in factories with more than 250 workers; s.47 shelters and rest rooms.

  • Section 48: crèche required where more than 30 women workers are employed; s.49 welfare officer where 500 or more workers.

  • Section 41B: compulsory disclosure of information by occupier regarding hazardous processes; s.41C specific responsibility of occupier.

  • Section 7A: general duties of occupier to ensure health, safety and welfare of workers.

Quick reference

IBC - Insolvency Professionals and Adjudication

  • IBC s.3(19): insolvency professional means a person enrolled with an insolvency professional agency and registered with the Board.

  • Section 60: NCLT is the adjudicating authority for corporate persons; s.61 appeal to NCLAT within 30 days.

  • Section 79: for individuals and partnership firms, the Debt Recovery Tribunal is the adjudicating authority.

  • Section 10A: no application may be filed for defaults arising between 25 March 2020 and 24 March 2021, subject to conditions.

Quick reference

Consumer Protection - Mediation and E-Commerce

  • Section 74: District Commission may refer a dispute to mediation with consent of parties; s.79 mediation cell established.

  • Section 80: mediation settlement is binding and enforceable as a decree; s.81 time limit of 3 months for mediation.

  • E-Commerce Rules, 2020: marketplace e-commerce entity must appoint a grievance officer and display seller details.

  • Consumer Protection (E-Commerce) Rules: no e-commerce entity may manipulate price or discriminate between consumers of same class.

Quick reference

Contract - Contingent and Wagering

  • Section 31: contingent contract is one to do or not to do something on happening of a collateral event; enforcement only on happening of event.

  • Section 32: contingent contract to do an act on happening of an event cannot be enforced until the event happens.

  • Section 30: wagering agreements are void; collateral transactions such as loans to fund wagers are enforceable in some states.

  • Section 36: agreements contingent on impossible events are void; s.35 impossible conditions make the contract void.

Quick reference

Sale of Goods - Auction and Delivery

  • Section 64: in an auction sale, the sale is complete when the auctioneer announces completion by fall of hammer.

  • Section 64(2): a bidder may retract before the hammer falls; s.64(3) reserve price may be fixed by seller.

  • Section 33: delivery may be actual, symbolic or constructive; s.34 effect of part delivery.

  • Section 36: buyer must apply for delivery; s.37 place of delivery as per contract or by course of dealing.

Quick reference

Competition - Combinations and Penalties

  • Section 5(a): acquisition of control or shares above thresholds requires notification; s.5(b) acquiring control of enterprise.

  • Section 5(c): merger or amalgamation above asset or turnover thresholds; s.20 CCI may review combinations.

  • Section 6(2): no combination shall take effect until approved by CCI or 210 days have elapsed.

  • Section 43A: penalty for failure to comply with CCI directions up to Rs. 1 lakh per day, subject to a maximum.

Quick reference

Companies Act - Winding Up and NCLT

  • Section 271: grounds for winding up include inability to pay debts and acting against sovereignty of India; s.272 petition to Tribunal.

  • Section 273: petition may be filed by company, creditor, contributory or Registrar; s.275 directions of Tribunal.

  • Section 279: official liquidator attached to Tribunal; s.280 appointment of provisional liquidator.

  • Section 290: settlement may be made with creditors; s.302 winding up order by Tribunal.

Quick reference

Labour - EPF and Miscellaneous

  • EPF Act s.6: contribution rates fixed by Central Government; s.7 records and returns to be filed by employer.

  • Section 14: penalty for failure to pay contributions; s.14AA damages not exceeding 100% of arrears.

  • EPF s.17: exemption from application of the Act by appropriate government; s.16 applies to establishments with fewer than 20 employees.

  • Employees' Pension Scheme 1995: pension on superannuation at 58 years; s.6 of the scheme contribution of 8.33% of wages.

Quick reference

FEMA - Current and Capital Account

  • FEMA s.5: any person may sell or draw foreign exchange to or from an authorised person for current account transactions.

  • FEMA s.6(1): RBI may regulate capital account transactions by notification; s.6(2) classes of permissible capital account transactions.

  • FEMA s.7: authorised persons may sell or draw foreign exchange subject to directions of RBI; s.8 restrictions on dealing in foreign exchange.

  • FEMA s.15: penalty for contravention of s.3 or s.4 includes confiscation of foreign exchange and penalty up to 3 times the amount.

Quick reference

Consumer Protection - Product Liability

  • Section 84: manufacturer liable for defective product manufactured; s.85 product seller liable for defective product if he exercised control.

  • Section 86: product liability action may be filed by a person who has suffered harm; s.87 exemption for product seller if defect not attributable.

  • Section 90: product seller not liable if he proves he did not know and could not have known of the defect.

  • Section 91: product liability action barred after 3 years from date of harm.

Quick reference

Contract - Indemnity and Guarantee

  • Section 124: contract of indemnity is a promise to save another from loss caused by conduct of promisor or any other person.

  • Section 126: contract of guarantee is a promise to discharge liability of a third person in case of his default.

  • Section 128: surety's liability is co-extensive with that of the principal debtor unless otherwise provided.

  • Section 133: variance in terms of contract without surety's consent discharges the surety; s.135 release of principal debtor discharges surety.

Quick reference

Negotiable Instruments - Types and Parties

  • Section 4: promissory note is an instrument in writing containing an unconditional undertaking to pay a certain sum to a specified person.

  • Section 5: bill of exchange is an instrument containing an unconditional order to pay a certain sum to a specified person.

  • Section 7: drawer is the maker of a bill; drawee is the person directed to pay; acceptor is the drawee who accepts.

  • Section 11: instrument may be made payable to two or more payees jointly or in the alternative.

Quick reference

Partnership - Admission and Retirement

  • Section 31: admission of a partner requires consent of all partners and liability for acts before admission is not incurred.

  • Section 32: retirement by notice to all partners; retiring partner liable for acts before retirement.

  • Section 33: expulsion of partner must be in exercise of good faith and powers conferred by contract.

  • Section 34: insolvency of a partner dissolves the firm unless contract provides otherwise.

Quick reference

Companies Act - Company Meetings Detail

  • Section 105: proxy must be appointed in writing at least 48 hours before the meeting; proxy cannot speak or vote except on a poll.

  • Section 106: voting by show of hands or poll; s.107 proxies in a public company may vote on a poll.

  • Section 108: postal ballot for prescribed resolutions; s.109 may be conducted electronically.

  • Section 110: postal ballot notice must be sent with a draft resolution and explanatory statement.

Quick reference

Labour - Factories Act Working Hours

  • Section 51: weekly hours not to exceed 48; s.52 weekly holidays; s.53 compensatory holidays for work on weekly holiday.

  • Section 54: daily hours not to exceed 9; s.55 rest interval of at least half an hour after 5 hours of work.

  • Section 56: spread-over of work not to exceed 10.5 hours; s.57 night shift hours exceeding 12 require approval.

  • Section 61: notice of periods of work to be displayed; s.62 register of adult workers maintained.

Quick reference

IBC - Resolution Plan and Liquidation

  • IBC s.25: duties of resolution professional include managing operations and inviting prospective resolution applicants.

  • Section 29: resolution applicant must submit a plan; s.30 CoC may approve with modifications by 66% vote.

  • Section 32: resolution professional to submit plan to adjudicating authority; s.34 order of approval.

  • Section 54: liquidation commencement date; s.55 appointment of liquidator by adjudicating authority.

Quick reference

Consumer Protection - Unfair Contracts and Trade Practices

  • Section 2(46): unfair contract includes terms that are one-sided, impose disproportionate liability or deny legitimate rights.

  • Section 47: State Commission may declare a contract term unfair and void; s.59 National Commission may hear appeals.

  • Section 2(47)(i): unfair trade practice includes falsely representing goods as of a particular standard or quality.

  • Section 2(47)(vi): unfair trade practice includes not issuing bill or cash memo for goods or services.

Quick reference

Contract - Void Agreements

  • Section 24: agreement void if consideration or object is unlawful in part and cannot be severed; s.23 unlawful object.

  • Section 26: agreement in restraint of marriage is void; s.27 agreement in restraint of trade is void except sale of goodwill.

  • Section 28: agreement restraining legal proceedings is void; s.29 agreements with uncertain meaning are void.

  • Section 30: wagering agreements are void; s.30 exception for horse racing.

Quick reference

Sale of Goods - Buyer and Seller Rights

  • Section 55: seller must deliver goods in accordance with contract; s.56 buyer must pay price and accept delivery.

  • Section 57: damages for non-delivery are measured by the difference between contract price and market price.

  • Section 59: remedy for breach of warranty is diminution of price; s.60 may set off damages against price.

  • Section 58: specific performance of contract for sale of specific goods may be granted under Specific Relief Act.

Quick reference

Competition - Inquiry and Evidence

  • Section 19(3): CCI may inquire into anti-competitive agreements on its own motion or on information.

  • Section 26(1): if prima facie case exists, CCI directs DG to investigate; s.26(2) if no case, closes the matter.

  • Section 27(a): CCI may direct parties to cease and desist from anti-competitive practices.

  • Section 36: CCI has powers of civil court for summoning and enforcing attendance of witnesses.

Quick reference

Companies Act - Prospectus and Allotment

  • Section 25: prospectus may be issued in the form of a shelf prospectus or information memorandum for a class of companies.

  • Section 31: allotment of securities cannot be made unless minimum subscription is received and application money is deposited in a scheduled bank.

  • Section 40(3): if allotment is not made within 60 days, application money must be refunded within 15 days with interest.

  • Section 42(4): private placement money must be kept in a separate bank account and not utilised until allotment.

Quick reference

Labour - Industrial Disputes Act Definitions

  • Section 2(a): appropriate government means Central or State Government depending on the industry concerned.

  • Section 2(j): industry includes any business, trade, undertaking, manufacture or calling of employers.

  • Section 2(s): wages means all remuneration capable of being expressed in terms of money, excluding certain allowances.

  • Section 2(r): strike means cessation of work by a body of persons acting in combination.

Quick reference

FEMA - Adjudication and Appeals

  • FEMA s.13: adjudicating authority may impose penalty after giving reasonable opportunity of being heard.

  • FEMA s.14: no penalty may be imposed unless the person is given notice and opportunity of hearing.

  • FEMA s.16: appeal to the Special Director (Appeals) within 45 days; s.17 further appeal to Appellate Tribunal.

  • FEMA s.35: compounding of offences by the Enforcement Directorate subject to prescribed procedure.

Quick reference

Consumer Protection - Jurisdiction and Limitation

  • Section 34: District Commission has jurisdiction where the opposite party resides or carries on business or where cause of action arises.

  • Section 69: period of limitation for filing complaint is 2 years from date of cause of action.

  • Section 69(2): condonation of delay is allowed on sufficient cause being shown.

  • Section 38(7): order of District Commission is enforceable as a decree of a civil court.

Quick reference

Specific Relief - Declaratory and Possessory Relief

  • SRA s.5: specific performance of a contract may be enforced by any party against the other; s.6 recovery of specific immovable property.

  • SRA s.7: recovery of specific movable property may be granted where compensation is inadequate.

  • SRA s.8: liability of person in possession of specific movable property not as owner.

  • SRA s.9: suit for possession of immovable property by a person dispossessed within 6 months.

Quick reference

Negotiable Instruments - Discharge

  • Section 78: payment in due course discharges the maker or acceptor; s.82 discharge of maker or acceptor by cancellation.

  • Section 87: effect of material alteration without consent of parties is that the instrument is void against parties not consenting.

  • Section 89: payment of a crossed cheque by banker in good faith and without negligence protects the paying banker.

  • Section 90: banker paying a cheque in good faith and without negligence is not liable for wrongful dishonour.

Quick reference

Partnership - Dissolution and Accounts

  • Section 46: on dissolution, partners are entitled to have the property of the firm applied in payment of debts and surplus distributed.

  • Section 48: mode of settlement of accounts - losses paid out of profits, then capital, then by partners individually.

  • Section 50: power of court to order sale of firm property on dissolution.

  • Section 51: partner entitled to restrain another from using firm name or property after dissolution.

Quick reference

Companies Act - Accounts and Audit

  • Section 128: books of account to be kept at registered office and preserved for 8 years; s.129 financial statements to be prepared.

  • Section 134: board report must include financial statements and directors' responsibility statement.

  • Section 136: copy of financial statements to be sent to members at least 21 days before AGM.

  • Section 143: auditor's report to be attached to financial statements; s.145 auditor not to render certain services.

Quick reference

Labour - Factories Act Health and Safety

  • Section 21: no worker to work in a confined space where there is risk of explosion or fume inhalation.

  • Section 22: no young person to work on dangerous machines without training; s.23 employment of young persons on dangerous machines.

  • Section 24: striking gear and devices for cutting off power; s.25 self-acting machines.

  • Section 26: casing of new machinery; s.27 prohibition of employment of women and children near cotton-openers.

Quick reference

Economic Legislation - Money Laundering

  • PMLA s.5: attachment of property involved in money laundering by Director; s.6 Adjudicating Authority confirmation.

  • Section 8: adjudicating authority may order confiscation of property; s.9 appeal to Appellate Tribunal within 45 days.

  • Section 24: burden of proof on the accused to prove that property is not proceeds of crime.

  • Section 44: offences triable by Special Court; s.45 bail restrictions where offence is punishable with more than 3 years.

Quick reference

Miscellaneous - Arbitration and Mediation

  • Arbitration and Conciliation Act s.7: arbitration agreement may be in the form of a clause in a contract or a separate agreement.

  • Section 9: interim measures by court before or during arbitral proceedings; s.17 interim measures by tribunal.

  • Section 34: award may be set aside on grounds of incapacity, invalid agreement, or public policy of India.

  • Section 36: award is enforceable as a decree after the time for setting aside has expired.

Quick reference

Contract - Communication and Acceptance

  • Section 4: communication of offer is complete when it comes to the knowledge of the person to whom it is made.

  • Section 5: acceptance may be revoked before it comes to the knowledge of the proposer.

  • Section 7: acceptance must be absolute and unqualified; a counter-offer rejects the original offer.

  • Section 8: acceptance by performing conditions or receiving consideration is valid.

Quick reference

Sale of Goods - Caveat Emptor

  • Section 16: implied condition as to fitness for purpose applies where buyer makes known the particular purpose.

  • Section 16(1): caveat emptor applies where buyer buys a specified article under its patent or trade name.

  • Section 16(3): implied condition as to quality or fitness may be annexed by usage of trade.

  • Section 16(4): express terms do not negative implied conditions unless inconsistent.

Quick reference

Competition - Leniency and Settlement

  • Section 46: lesser penalty may be imposed on a cartel member who makes a full and true disclosure.

  • Section 47: CCI may impose penalty on individuals in charge of the business of a company.

  • Section 48: contravention by a company is deemed to be contravention by persons in charge.

  • Section 53A: NCLAT may hear appeals against CCI orders; s.53B appeal to Supreme Court within 60 days.

Quick reference

Companies Act - Charges and Debentures

  • Section 77: charge created on assets must be registered with ROC within 30 days of creation.

  • Section 78: Registrar may allow extension of time for registration on application.

  • Section 79: registration of charge creates notice to creditors; s.80 register of charges maintained.

  • Section 71: debentures may be issued with an option to convert; s.71(4) debenture redemption reserve required.

Quick reference

Labour - Payment of Gratuity

  • Gratuity Act s.2(s): wages means basic wages plus dearness allowance but excludes bonus and commission.

  • Section 4(1): gratuity payable on superannuation or retirement after 5 years of continuous service.

  • Section 4(3): gratuity payable within 30 days from the date it becomes due.

  • Section 8: failure to pay gratuity attracts imprisonment up to 2 years or fine up to Rs. 20,000.

Quick reference

IBC - Avoidance and Liability

  • IBC s.43: preference given to a creditor within 2 years before insolvency commencement may be avoided.

  • Section 44: order for avoidance of preferential transaction; s.45 undervalued transactions.

  • Section 49: transactions defrauding creditors may be avoided; s.50 extortionate credit transactions.

  • Section 67: fraudulent initiation of insolvency proceedings attracts penalty of Rs. 1 lakh to Rs. 1 crore.

Quick reference

Consumer Protection - Consumer Rights

  • Section 2(9): consumer rights include right to be protected against hazardous goods and services.

  • Section 2(9)(ii): right to be informed about quality, quantity, purity and price of goods.

  • Section 2(9)(iii): right to access to variety of goods and services at competitive prices.

  • Section 2(9)(v): right to seek redressal against unfair trade practices or restrictive trade practices.

Quick reference

Contract - Consideration and Privity

  • Section 2(d): consideration means an act, abstinence or promise at the desire of the promisor.

  • Section 2(d) explains consideration may move from the promisee or any other person; privity of contract still restricts enforcement.

  • Section 25(1): written and registered agreement made out of natural love and affection between near relatives is enforceable without consideration.

  • Section 25(2): promise to compensate a person who has already voluntarily done something for the promisor is enforceable.

Quick reference

Negotiable Instruments - Holder in Due Course

  • Section 9: holder in due course must be a holder for consideration and must have obtained the instrument before maturity.

  • Section 36: every prior party to a negotiable instrument is liable thereon to a holder in due course until the instrument is duly satisfied.

  • Section 53: holder in due course may sue on the instrument in his own name; s.53A endorsee from a holder in due course.

  • Section 58: instrument obtained by unlawful means or fraud does not confer title on the holder.

Quick reference

LLP Act - Conversion and Winding Up

  • LLP Act s.55: a firm may convert into an LLP; s.56 conversion of private company into LLP on conditions.

  • Section 58: registration of conversion by Registrar; s.59 effect of conversion on property and liabilities.

  • Section 64: winding up of LLP may be voluntary or by Tribunal; s.65 provisions of Companies Act apply.

  • Section 66: LLP may be wound up if number of partners falls below two for more than six months.

Quick reference

Companies Act - Dividends and Reserves

  • Section 123: dividend may be declared from profits of the year or undistributed profits of previous years.

  • Section 123(1) proviso: company may transfer to reserves before declaring dividend; s.124 unpaid dividend account.

  • Section 125: Investor Education and Protection Fund for unclaimed dividends and deposits after 7 years.

  • Section 127: failure to pay dividend within 30 days attracts punishment and interest.

Quick reference

Labour - ESI Benefits

  • ESI Act s.46: sickness benefit is payable for 91 days in a year; s.47 maternity benefit for 26 weeks.

  • Section 51: dependants' benefit payable to dependants of an insured person who dies due to employment injury.

  • Section 52: disablement benefit payable for temporary or permanent disablement at prescribed rates.

  • Section 56: contribution period and benefit period notified by the Corporation.

Quick reference

FEMA - Contraventions and Penalties

  • FEMA s.13(1): penalty up to three times the sum involved where the amount is quantifiable.

  • Section 13(1)(b): where the amount is not quantifiable, penalty up to Rs. 2 lakh.

  • Section 13(2): if contravention continues, additional penalty up to Rs. 5,000 per day.

  • Section 13(3): penalty may be imposed on a company and on every person in charge of its affairs.

Quick reference

Consumer Protection - E-Commerce and Product Liability

  • Section 2(16): e-commerce entity includes a company incorporated under the Companies Act owning an electronic platform.

  • Section 2(17): electronic service provider means a person who provides technology to enable a product or service.

  • Section 94: Central Authority may order recall of goods or withdrawal of services that are unsafe.

  • Section 94(2): Central Authority may order reimbursement of price paid by consumers.

Quick reference

Contract - Coercion, Undue Influence, Fraud

  • Section 15: coercion is committing or threatening any act forbidden by the Indian Penal Code to enter into an agreement.

  • Section 19: agreement caused by coercion, fraud or misrepresentation is voidable at the option of the aggrieved party.

  • Section 19A: agreement caused by undue influence is voidable; court may set aside or direct restoration.

  • Section 20: agreement void where both parties are under a mistake of fact essential to the agreement.

Quick reference

Sale of Goods - Unpaid Seller

  • Section 45: unpaid seller includes a seller to whom the whole price has not been paid or a bill of exchange has been dishonoured.

  • Section 46: rights of unpaid seller include lien on goods, stoppage in transit and resale.

  • Section 47: lien may be exercised where goods are in possession of the seller and price is unpaid.

  • Section 54: sale not generally rescinded by lien or stoppage in transit; contract remains valid.

Quick reference

Competition - Anti-Competitive Agreements

  • Section 3(1): agreements in respect of production, supply, distribution or storage that cause appreciable adverse effect on competition are void.

  • Section 3(3): horizontal agreements including price-fixing, bid-rigging and market allocation are presumed to have appreciable adverse effect.

  • Section 3(4): vertical agreements including tie-in, exclusive supply and refusal to deal are assessed under the rule of reason.

  • Section 3(5): exemptions for joint ventures, export cartels and intellectual property rights.

Quick reference

Companies Act - Shareholders Rights

  • Section 241: members may apply to Tribunal for relief against oppression and mismanagement.

  • Section 242: Tribunal may regulate conduct of company's affairs and order purchase of shares.

  • Section 244: application requires 100 members or 10% of members for a company with share capital.

  • Section 245: class action by members or depositors against company or auditors.

Quick reference

Labour - Industrial Disputes Act Remedies

  • Section 11A: labour court may set aside discharge or dismissal and direct reinstatement with back wages.

  • Section 17A: award becomes enforceable after 30 days from publication.

  • Section 18: settlement is binding on parties and successors; s.19 award remains in operation for one year.

  • Section 29: breach of settlement or award punishable with imprisonment or fine.

Quick reference

Economic Legislation - Benami and Stamp

  • Benami Transactions (Prohibition) Act s.2(8): benami transaction includes property held by one person for the benefit of another who paid consideration.

  • Section 3: prohibition of benami transactions; s.24 attachment and confiscation of benami property.

  • Indian Stamp Act s.35: instruments not duly stamped are inadmissible; s.36 once admitted cannot be questioned.

  • Stamp Act s.62: penalty for executing instrument without stamp duty.

Quick reference

Miscellaneous - Legal Metrology and Standards

  • Legal Metrology Act s.4: units of measurement to be based on metric system; s.5 standard weights and measures.

  • Section 11: no person shall manufacture or sell any weight or measure without verification.

  • Section 18: declaration of pre-packaged commodities to include name, quantity and price.

  • Section 36: penalty for contravention of provisions relating to weights and measures.

Quick reference

Contract - Discharge by Agreement

  • Section 62: novation requires consent of all parties and substitutes a new contract for the old.

  • Section 63: acceptance of a lesser sum in satisfaction of a larger claim discharges the whole claim.

  • Section 64: party rescinding a voidable contract must restore benefits received.

  • Section 65: person who received advantage under a void agreement must restore it.

Quick reference

Negotiable Instruments - Presentment

  • Section 61: presentment for acceptance of a bill is required where the bill is payable after sight.

  • Section 64: presentment for payment must be made to the maker or acceptor during business hours.

  • Section 72: presentment of a promissory note for payment is not required if maker cannot be found.

  • Section 74: instrument payable on demand is presented for payment within a reasonable time.

Quick reference

Partnership - Minor and Liability

  • Section 30: minor admitted to benefits of partnership shares profits but is not personally liable for firm's debts.

  • Section 30(5): minor may elect to become a partner within 6 months of attaining majority.

  • Section 30(7): if minor elects not to become a partner, his share is not liable for acts after notice.

  • Section 30(8): a person who was a minor and becomes a partner is personally liable for acts after election.

Quick reference

Companies Act - Incorporation Requirements

  • Section 4: memorandum must contain name, state of registered office, objects, liability and capital clauses.

  • Section 5: articles must contain regulations for management and may adopt Table F of Schedule I.

  • Section 8: company formed for charitable objects may be licensed by Central Government and is exempt from certain provisions.

  • Section 9: certificate of incorporation is conclusive evidence of the existence of the company.

Quick reference

Labour - Factories Act Leave and Wages

  • Section 79: annual leave with wages at one day for every 20 days worked for adults and one for 15 for children.

  • Section 80: wages during leave must be paid before leave begins; s.80(2) advance for leave.

  • Section 81: notice of leave to be displayed; s.83 wages for unavailed leave on discharge.

  • Section 59: overtime wages at twice the ordinary rate of wages.

Quick reference

IBC - Corporate Insolvency Process

  • IBC s.6: where a corporate debtor commits a default, a financial creditor, operational creditor or the corporate debtor may initiate CIRP.

  • Section 7(1): financial creditor may file application with NCLT; s.7(5) NCLT admits if default is established.

  • Section 8: operational creditor must deliver a demand notice of unpaid operational debt of at least 10 days.

  • Section 9: if no payment or dispute, operational creditor may file application before NCLT.

Quick reference

Consumer Protection - Reliefs

  • Section 39: District Commission may order removal of defect, replacement of goods, refund of price or compensation.

  • Section 39(1)(c): payment of compensation for loss or injury suffered by the consumer.

  • Section 39(1)(d): discontinuation of unfair trade practices; s.39(1)(e) corrective advertisement.

  • Section 39(1)(h): issue of directions to the opposite party to pay costs of proceedings.

Quick reference

Contract - Performance of Reciprocal Promises

  • Section 51: promisor need not perform unless the other party is ready and willing to perform his promise.

  • Section 52: order of performance may be fixed by contract; s.53 liability for preventing performance.

  • Section 54: reciprocal promises where one is void, the other need not be performed.

  • Section 57: reciprocal promises where one party prevents performance, the other may claim compensation.

Quick reference

Sale of Goods - Sale and Agreement to Sell

  • Section 4(3): agreement to sell becomes a sale when time elapses or conditions are fulfilled.

  • Section 6: goods which are subject matter of a contract may be existing, future or contingent goods.

  • Section 7: no contract of sale can be made where goods have perished before the contract.

  • Section 8: where goods perish after agreement before sale, the agreement is void.

Quick reference

Competition - Market Definition

  • Section 2(r): relevant market means market determined by CCI with reference to relevant product and geographic market.

  • Section 2(t): relevant product market includes products regarded as interchangeable by consumers.

  • Section 2(s): relevant geographic market means area where conditions of competition are homogeneous.

  • Section 19(6): CCI shall have due regard to relevant market while determining appreciable adverse effect.

Quick reference

Companies Act - Class Action and Oppression

  • Section 245: class action may be filed by members or depositors for damages against company or auditors.

  • Section 245(4): Tribunal may require notice to be given to affected parties before admission.

  • Section 242(2): Tribunal may order removal of directors or set aside transactions.

  • Section 243: Tribunal may order winding up if it is just and equitable.

Quick reference

Labour - EPF and Gratuity Compliance

  • EPF Act s.7A: inquiry for determination of money due from employer; s.7B review of order.

  • EPF s.8: recovery of arrears as land revenue; s.8B issue of certificate to Recovery Officer.

  • Gratuity Act s.3: applies to every shop or establishment with 10 or more persons on any day in preceding 12 months.

  • Gratuity s.5: employer may be exempted by appropriate government if benefits are more favourable.

Quick reference

Economic Legislation - Insolvency and Bankruptcy Board

  • IBC s.188: Insolvency and Bankruptcy Board of India established; s.189 functions include registration of insolvency professionals.

  • Section 196: Board may conduct inspections of insolvency professional agencies.

  • Section 220: Board may impose penalty on insolvency professional for contravention.

  • Section 231: Board may make regulations consistent with the Code and rules.

Quick reference

Consumer Protection - Consumer Disputes

  • Section 2(6): complainant includes a consumer or a registered consumer association.

  • Section 2(19): deficiency means any fault or inadequacy in quality, nature or manner of performance of a service.

  • Section 35: complaint may be filed by a consumer or by a recognised consumer association.

  • Section 36: complaint may be admitted after condonation of delay if sufficient cause is shown.

Quick reference

Specific Relief - Injunctions

  • SRA s.36: preventive relief granted at the discretion of the court by injunction.

  • Section 37: temporary injunction granted during pendency of suit; perpetual injunction granted by decree.

  • Section 38: perpetual injunction may be granted to prevent breach of an obligation existing in favour of the plaintiff.

  • Section 41: injunction may be refused where plaintiff has no personal interest or where conduct is inequitable.

Quick reference

Sale of Goods - Auctions and Delivery

  • Section 64: auction sale complete on fall of hammer; bidder may retract before hammer falls.

  • Section 65: seller may bid at auction if notice is given; s.66 sale by auction without reserve.

  • Section 33: delivery may be actual, symbolic or constructive; s.34 part delivery may operate as delivery of whole.

  • Section 36: buyer must apply for delivery; s.37 place of delivery as per contract.

Quick reference

Partnership - Authority and Liability

  • Section 18: firm liable for acts of partner within apparent authority; s.19 implied authority not to submit disputes to arbitration.

  • Section 20: partners may extend or restrict implied authority; s.21 partner's authority in emergency.

  • Section 22: compromise by one partner not binding unless authorised; s.23 liability for acts of partner.

  • Section 24: firm not liable for acts of partner after dissolution if third party has notice.

Quick reference

Companies Act - Share Capital Reduction

  • Section 66: reduction of capital requires special resolution and Tribunal order; s.66(2) notice to creditors.

  • Section 67: restrictions on purchase by company of its own shares; s.68 buy-back conditions.

  • Section 69: transfer of certain sums to capital redemption reserve account; s.70 power to redeem preference shares.

  • Section 71: debentures may be issued with option to convert; s.71(4) debenture redemption reserve.

Quick reference

Labour - Factories Act Employment

  • Section 68: notice of periods of work to be displayed; s.69 certificates of fitness for young persons.

  • Section 70: effect of certificate of fitness granted to adolescent; s.71 working hours for children.

  • Section 72: notice of certain accidents causing death or bodily injury; s.88A notice of dangerous occurrences.

  • Section 75: powers of inspectors to enter and examine factories.

Quick reference

FEMA - Definitions and Scope

  • FEMA s.2(b): capital account transaction means a transaction that alters the assets or liabilities outside India of persons resident in India.

  • Section 2(e): current account transaction means a transaction other than a capital account transaction.

  • Section 2(k): export means taking out of India any goods or services; s.2(p) import means bringing into India.

  • Section 2(w): security means shares, bonds, debentures or other instruments.

Quick reference

Miscellaneous - Contract Labour and Shops

  • Contract Labour (Regulation and Abolition) Act, 1970: applies to establishments with 20 or more workmen employed as contract labour.

  • Section 7: registration of principal employer; s.12 licensing of contractors.

  • Section 21: responsibility of principal employer for wages if contractor fails to pay.

  • Shops and Establishments Acts: state laws regulate hours of work, holidays and leave for shops and commercial establishments.

Quick reference

Contract - Offer and Revocation

  • Section 2(a): proposal is made when one person signifies willingness to do or abstain from doing something with a view to obtaining assent.

  • Section 3: communication of proposal is complete when it comes to the knowledge of the person to whom it is made.

  • Section 6: revocation of offer may be made at any time before communication of acceptance is complete against the proposer.

  • Section 6(2): revocation must be communicated to the offeree before acceptance.

Quick reference

Negotiable Instruments - Acceptance

  • Section 7: acceptor is the drawee who has signed his assent to the bill; s.10 payment in due course.

  • Section 33: bill may be accepted before it is signed by the drawer or while it is incomplete.

  • Section 34: acceptance may be general or qualified; s.35 qualified acceptance binds acceptor according to its terms.

  • Section 37: acceptance of a bill is presumed unless the drawee returns it within 48 hours.

Quick reference

Competition - CCI Composition

  • Section 8: CCI consists of a Chairperson and not less than 2 and not more than 6 members.

  • Section 9: Chairperson and members appointed by Central Government; s.10 term of office of 5 years.

  • Section 11: Chairperson may constitute benches; s.12 financial and administrative powers of Chairperson.

  • Section 13: CCI to meet at least once in three months.

Quick reference

Companies Act - Directors and Meetings

  • Section 149: independent directors not more than 7 years; s.150 appointment by members.

  • Section 152: directors appointed by members at general meeting; s.152(6) rotation of directors.

  • Section 160: person other than retiring director may be appointed if notice is given 14 days before meeting.

  • Section 161: appointment of additional, alternate and nominee directors.

Quick reference

Labour - ESI and Factories

  • ESI Act s.2(12): factory means premises where 10 or more persons are employed with power.

  • Section 2(15): immediate employer means a person employed by the principal employer to execute work.

  • Section 40: principal employer liable to pay contributions in respect of employees employed by immediate employer.

  • Section 45: Corporation may recover contributions as arrears of land revenue.

Quick reference

IBC - Adjudicating Authority Powers

  • IBC s.60(5): NCLT may entertain applications against corporate debtor and questions of priorities.

  • Section 60(6): NCLT may extend time for completion of CIRP on sufficient cause.

  • Section 61: appeal to NCLAT within 30 days; s.62 appeal to Supreme Court on question of law.

  • Section 63: no civil court shall have jurisdiction in matters covered by the Code.

Quick reference

Consumer Protection - Consumer Definition

  • Section 2(7)(i): consumer means a person who buys goods for consideration and includes any beneficiary of such service.

  • Section 2(7)(ii): consumer includes a person who hires or avails of any service for consideration.

  • Section 2(7) explanation: commercial purpose excluded; purchase for self-employment is not commercial purpose.

  • Section 2(7)(iii): consumer includes a person who obtains goods or services under a hire-purchase agreement.

Quick reference

Contract - Damages and Compensation

  • Section 73: damages for loss naturally arising from breach or in contemplation of parties at the time of contract.

  • Section 74: reasonable compensation for breach where a sum is named as penalty or liquidated damages.

  • Section 75: party rescinding contract rightfully entitled to compensation for damage sustained.

  • Section 76: compensation for loss of profit in case of breach of contract.

Quick reference

Sale of Goods - Sale by Sample

  • Section 17(1): sale by sample requires bulk to correspond with sample in quality.

  • Section 17(2): buyer must have reasonable opportunity of comparing bulk with sample.

  • Section 17(3): goods must be free from any defect rendering them unmerchantable.

  • Section 17(4): implied condition in sale by sample may be excluded by express agreement.

Quick reference

Partnership - Rights and Duties

  • Section 12: partner entitled to take part in business; s.13 partner entitled to remuneration if contract provides.

  • Section 13: partner must indemnify firm for loss caused by fraud; s.14 property of firm includes original contributions.

  • Section 15: property of firm to be held and applied exclusively for firm purposes.

  • Section 16: partner must account for profit from competing business.

Quick reference

Companies Act - Audit and Auditors

  • Section 139: auditor appointed for 5 years; s.139(2) rotation of auditors for listed companies.

  • Section 140: removal of auditor requires prior approval of Central Government.

  • Section 141: qualifications and disqualifications of auditors; s.142 remuneration fixed by members.

  • Section 143: auditor must report on accounts and have right of access to books.

Quick reference

Labour - Factories Act Penalties

  • Section 92: general penalty for offences - imprisonment up to 2 years or fine up to Rs. 1 lakh.

  • Section 96: penalty for contravention of provisions relating to safety and hazardous processes.

  • Section 96A: penalty for contravention of s.41B and s.41C relating to hazardous processes.

  • Section 104: cognizance of offences only on complaint by inspector.

Quick reference

Economic Legislation - Insolvency Professionals

  • IBC s.206: insolvency professional agency to register professionals and regulate their conduct.

  • Section 207: agency to submit report to the Board; s.208 functions of insolvency professional agency.

  • Section 209: Board may cancel registration of agency if it contravenes the Code.

  • Section 210: professional members to abide by the code of conduct.

Quick reference

Consumer Protection - Jurisdiction and Appeals

  • Section 34(1): District Commission may admit complaint and issue notice within 21 days.

  • Section 38(2): District Commission to decide complaint within 3 months of notice.

  • Section 51: appeal to State Commission within 30 days; s.51(2) condonation of delay.

  • Section 67: National Commission may transfer cases from one State Commission to another.

Quick reference

Specific Relief - Recovery of Possession

  • SRA s.6: person dispossessed of immovable property may recover possession within 6 months of dispossession.

  • Section 6(2): no appeal against an order under s.6; s.6(3) suit barred after 6 months.

  • Section 7: recovery of specific movable property may be granted where compensation is inadequate.

  • Section 8: liability of person in possession of movable property not as owner.

Quick reference

Negotiable Instruments - Noting and Protest

  • Section 99: when a bill is dishonoured, the holder may have it noted by a notary public.

  • Section 100: noting must be made on the day of dishonour or within a reasonable time.

  • Section 104: protest is a formal certificate of dishonour by a notary public.

  • Section 105: protest must be made within a reasonable time after dishonour.

Quick reference

Competition - CCI Procedure

  • Section 19(1): CCI may inquire into anti-competitive agreements and abuse of dominance.

  • Section 26(1): CCI may direct investigation by DG if prima facie case exists.

  • Section 27: CCI may impose penalty and order cessation of practice.

  • Section 36(2): CCI may requisition records from any person.

Quick reference

Companies Act - Share Certificates

  • Section 46: share certificate to be issued within 2 months of allotment and 1 month of transfer.

  • Section 46(4): duplicate certificate may be issued on payment of fee.

  • Section 47: voting rights of members; s.47(2) preference shareholders vote on resolutions affecting their rights.

  • Section 48: register of members to be maintained and kept at registered office.

Quick reference

Labour - Gratuity Calculation

  • Gratuity Act s.4(2): gratuity payable at 15 days' wages for every completed year of service.

  • Section 4(2) explanation: wages means basic plus dearness allowance; s.4(3) maximum amount notified.

  • Section 4(5): gratuity payable to nominee or legal heir on death of employee.

  • Section 7: employer to determine gratuity within 30 days of it becoming payable.

Quick reference

FEMA - Authorised Persons

  • FEMA s.10: authorised person must comply with directions of RBI and may be authorised to deal in foreign exchange.

  • Section 11: authorised person may refuse to sell or draw foreign exchange where contravention is suspected.

  • Section 12: authorised person to furnish information to RBI regarding foreign exchange transactions.

  • Section 12A: authorised person may deal in foreign exchange with a person resident outside India.

Quick reference

Miscellaneous - Arbitration and Conciliation

  • Arbitration Act s.8: judicial authority may refer parties to arbitration where an arbitration agreement exists.

  • Section 11: appointment of arbitrator by Supreme Court or High Court where parties fail to agree.

  • Section 16: arbitral tribunal may rule on its own jurisdiction; s.17 interim measures by tribunal.

  • Section 31: award must be in writing and signed by members of the tribunal.

Quick reference

Contract - Agency Termination

  • Section 201: agency terminates on revocation by principal, renunciation by agent, death or insanity of principal.

  • Section 202: termination cannot prejudice irrevocable agency; s.203 revocation requires reasonable notice.

  • Section 204: agent may renounce agency after reasonable notice; s.205 compensation for premature revocation.

  • Section 208: agent's authority in emergency to protect principal's interest.

Quick reference

Sale of Goods - Remedies for Breach

  • Section 55: seller's remedies include suit for price and damages for non-acceptance.

  • Section 56: buyer's remedies include damages for non-delivery and specific performance.

  • Section 57: damages for non-delivery measured by difference between contract price and market price.

  • Section 61: suit for interest on price or damages from date of tender.

Quick reference

Partnership - Dissolution by Court

  • Section 44: court may dissolve a firm on grounds of unsound mind, permanent incapacity or misconduct of a partner.

  • Section 44(b): persistent losses making dissolution just and equitable; s.44(c) breach of agreement.

  • Section 44(d): transfer of whole interest by a partner; s.44(e) business carried on at a loss.

  • Section 45: liability of partners after dissolution continues until public notice.

Quick reference

Companies Act - Board Powers

  • Section 179: board may exercise powers only at board meetings by resolution; s.180 restrictions on sale of undertaking.

  • Section 181: company may contribute to bona fide funds; s.182 political contributions prohibited.

  • Section 183: board may delegate powers to committees; s.184 disclosure of interest by directors.

  • Section 185: loans to directors restricted; s.186 inter-corporate loans require board approval.

Quick reference

Labour - Factories Act Inspectors

  • Section 8: inspectors appointed by State Government; s.9 powers of inspectors to enter premises.

  • Section 9A: inspectors may take samples for analysis; s.10 certifying surgeons.

  • Section 91: notice of accidents causing death or serious injury to be sent to inspector.

  • Section 105: inspectors deemed public servants; s.106 penalty for obstructing inspector.

Quick reference

IBC - Resolution Professional

  • IBC s.20: resolution professional to manage operations of corporate debtor from commencement date.

  • Section 23: resolution professional to conduct CIRP and manage affairs of corporate debtor.

  • Section 25: duties include protecting assets, inviting resolution applicants and submitting resolution plan.

  • Section 28: resolution professional may not sell assets without CoC approval.

Quick reference

Consumer Protection - District Commission

  • Section 28: District Commission consists of a President and two members.

  • Section 29: qualifications of President and members prescribed by Central Government.

  • Section 30: term of office of members; s.31 vacancy to be filled by Central Government.

  • Section 32: removal of members for misconduct or incapacity.

Quick reference

Contract - Bailment and Pledge

  • Section 148: bailment is delivery of goods for a specific purpose with return of goods.

  • Section 151: bailee must take reasonable care of goods; s.152 bailee not liable for loss without fault.

  • Section 163: bailor to bear extraordinary expenses; s.164 bailor to indemnify bailee for defective title.

  • Section 172: pledge is a bailment of goods as security for payment of a debt.

Quick reference

Negotiable Instruments - Material Alteration

  • Section 87: material alteration of a negotiable instrument renders it void against parties not consenting.

  • Section 88: instrument altered without consent may be avoided by parties not consenting.

  • Section 89: banker paying crossed cheque in good faith is protected from liability.

  • Section 90: banker paying a cheque in good faith and without negligence not liable for wrongful dishonour.

Quick reference

Competition - Appeals and Review

  • Section 53A: appeal against CCI order lies to NCLAT within 60 days.

  • Section 53B: appeal against NCLAT order lies to Supreme Court within 60 days.

  • Section 53C: NCLAT may review its own orders on application.

  • Section 53D: NCLAT may transfer cases from one bench to another.

Quick reference

Companies Act - Annual Return and Records

  • Section 92: annual return to be filed with ROC within 60 days of AGM.

  • Section 92(3): extract of annual return to be placed on website of company.

  • Section 93: company with share capital to file return with Registrar; s.94 register of members.

  • Section 95: penalty for failure to file annual return.

Quick reference

Labour - ID Act Conciliation

  • Section 12: conciliation officer to submit report within 14 days of commencement.

  • Section 13: parties to appear before conciliation officer; s.14 parties not to strike during conciliation.

  • Section 15: conciliation officer may make proposals for settlement.

  • Section 17: publication of award by appropriate government within 30 days of receipt.

Quick reference

Economic Legislation - Insolvency and Bankruptcy

  • IBC s.1: applies to companies, LLPs, partnership firms and individuals; s.2 definitions.

  • Section 3(10): corporate debtor means a corporate person who owes a debt to any person.

  • Section 3(11): debt means a liability or obligation in respect of a claim which is due.

  • Section 3(6): claim means a right to payment arising out of a contract or otherwise.

Quick reference

Consumer Protection - State Commission

  • Section 42: State Commission consists of a President and two members.

  • Section 43: qualifications of President and members prescribed by Central Government.

  • Section 44: term of office of members; s.45 vacancy to be filled by Central Government.

  • Section 46: State Commission may hear appeals against District Commission orders.

Quick reference

Contract - Contingent Contracts

  • Section 32: contingent contract to do an act on happening of an event cannot be enforced until the event happens.

  • Section 33: contingent contract to do an act on non-happening of an event may be enforced when event becomes impossible.

  • Section 34: contract dependent on conduct of a living person becomes void when person acts in a way making event impossible.

  • Section 35: contract contingent on impossible event is void.

Quick reference

Sale of Goods - Goods Perishing

  • Section 7: goods perishing before contract makes the contract void.

  • Section 8: goods perishing after agreement before sale makes the agreement void.

  • Section 9: price may be fixed by contract or by course of dealing; s.9(2) reasonable price where not fixed.

  • Section 10: time of payment not of essence unless contract provides.

Quick reference

Partnership - Registration Procedure

  • Section 58: application for registration to be signed by all partners and filed with Registrar.

  • Section 59: Registrar to record entry of firm in register; s.60 certificate of registration.

  • Section 61: Registrar may refuse registration; s.62 appeal to State Government.

  • Section 63: notice of changes in firm name or place of business to be given.

Quick reference

Companies Act - Private Placement

  • Section 42: private placement offer to be made to not more than 200 persons in a financial year.

  • Section 42(2): offer letter to be in prescribed form; s.42(3) money to be kept in separate bank account.

  • Section 42(4): allotment to be made within 60 days of receipt of application money.

  • Section 42(6): return of allotment to be filed with ROC within 15 days.

Quick reference

Labour - Factories Act Leave Rules

  • Section 78: annual leave with wages to be granted in accordance with rules.

  • Section 79: leave may be accumulated up to 30 days for adults and 40 days for children.

  • Section 80: wages for leave period to be paid before leave begins.

  • Section 82: leave to be granted in writing; s.83 unavailed leave on discharge.

Quick reference

FEMA - Compounding and Appeals

  • FEMA s.15: adjudicating authority may confiscate foreign exchange involved in contravention.

  • Section 16: appeal to Special Director (Appeals) within 45 days of order.

  • Section 17: further appeal to Appellate Tribunal within 45 days.

  • Section 35: compounding of contraventions by RBI or Enforcement Directorate.

Quick reference

Miscellaneous - Competition and Consumer Overlap

  • Competition Act s.3: agreements causing appreciable adverse effect on competition are void.

  • Consumer Protection Act s.2(47): unfair trade practice includes false representation about quality of goods.

  • Section 2(28): restrictive trade practice includes manipulation of price or conditions of delivery.

  • Section 94: Central Authority may investigate unfair trade practices affecting consumers.

Quick reference

Contract - Discharge by Impossibility

  • Section 56: contract becomes void when performance becomes impossible by act of God or change of law.

  • Section 56(2): compensation may be claimed for loss where promisor knew of impossibility.

  • Section 56(3): promisor must compensate promisee for loss where contract is void due to impossibility.

  • Section 65: person who received advantage under a void agreement must restore it.

Quick reference

Negotiable Instruments - Banker's Duties

  • Section 85: banker paying a cheque in good faith and without negligence is protected.

  • Section 89: banker paying a crossed cheque in good faith is protected.

  • Section 129: payment of crossed cheque in due course; s.131 protection of collecting banker.

  • Section 138: dishonour of cheque for insufficiency of funds is an offence.

Quick reference

Competition - Penalties and Remedies

  • Section 27(b): CCI may impose penalty up to 10% of average turnover for last three years.

  • Section 27(c): CCI may order division of an enterprise enjoying dominant position.

  • Section 28: CCI may order division of a dominant enterprise to ensure competition.

  • Section 33: CCI may grant interim relief during inquiry.

Quick reference

Companies Act - Deposits

  • Section 73: company may accept deposits from members subject to limits and credit rating.

  • Section 74: company may accept deposits from public on conditions prescribed.

  • Section 75: repayment of deposits within prescribed time; s.76 acceptance of deposits from public.

  • Section 76A: penalty for contravention of deposit provisions.

Quick reference

Labour - ESI Contributions

  • ESI Act s.39: contribution payable by employer and employee at rates notified by Central Government.

  • Section 40: principal employer liable to pay contributions for contract labour.

  • Section 42: contributions to be paid within 15 days of the end of the month.

  • Section 43: employer to furnish returns of contributions.

Quick reference

IBC - Liquidation Process

  • IBC s.33: liquidation order may be passed if resolution plan is not approved within time.

  • Section 34: liquidator appointed by adjudicating authority; s.35 powers of liquidator.

  • Section 36: liquidator to take custody of assets; s.37 liquidation estate.

  • Section 38: liquidator to consolidate claims and prepare liquidation estate.

Quick reference

Consumer Protection - National Commission

  • Section 53: National Commission consists of a President and four members.

  • Section 54: qualifications of President and members prescribed by Central Government.

  • Section 55: term of office of members; s.56 vacancy to be filled by Central Government.

  • Section 58: National Commission may hear appeals against State Commission orders.

Quick reference

Specific Relief - Rescission

  • SRA s.27: rescission may be granted where contract is voidable or unlawful.

  • Section 28: rescission may be granted where contract is induced by fraud or misrepresentation.

  • Section 29: rescission requires restoration of benefits received by the plaintiff.

  • Section 30: court may rescind contract on such terms as it thinks fit.

Quick reference

Sale of Goods - Price and Payment

  • Section 9: price may be fixed by contract or left to be determined by course of dealing.

  • Section 9(2): where price is not fixed, buyer must pay a reasonable price.

  • Section 10: time of payment not of essence unless contract provides otherwise.

  • Section 11: stipulations as to time of delivery may be of essence of contract.

Quick reference

Partnership - Firm Name and Goodwill

  • Section 58: firm name to be stated in application for registration.

  • Section 53: firm name not to contain words suggesting connection with government.

  • Section 54: partner may use firm name after dissolution for purpose of winding up.

  • Section 55: sale of goodwill after dissolution; s.55(2) use of firm name restricted.

Quick reference

Companies Act - Rights Issue

  • Section 62: rights issue offer to existing shareholders in proportion to paid-up capital.

  • Section 62(1)(a): offer period of not less than 15 days and not more than 30 days.

  • Section 62(1)(b): employees' stock option requires special resolution.

  • Section 62(2): offer may be renounced in favour of any other person.

Quick reference

Labour - Factories Act Safety

  • Section 28: hoists and lifts to be of good mechanical construction and examined every 6 months.

  • Section 29: lifting machines to be examined by competent person every 12 months.

  • Section 30: revolving machinery to be securely fenced; s.31 pressure plant to be examined.

  • Section 32: floors, stairs and passages to be kept free from obstruction.

Quick reference

Economic Legislation - Money Laundering Offences

  • PMLA s.3: offence of money laundering includes concealment or possession of proceeds of crime.

  • Section 4: punishment of imprisonment of 3 to 7 years and fine.

  • Section 13: Director may impose fine on reporting entity for failure to comply.

  • Section 45: offences cognizable and non-bailable; s.50 summons to witnesses.

Quick reference

Miscellaneous - Competition and Consumer

  • Competition Act s.4: abuse of dominant position includes imposing unfair conditions.

  • Consumer Protection Act s.2(47): unfair trade practice includes misleading advertisement.

  • Section 2(28): restrictive trade practice includes manipulation of price.

  • Section 94: Central Authority may issue directions for recall of unsafe goods.

Quick reference

Contract - Quasi Contracts Detail

  • Section 68: claim for necessaries supplied to a person incapable of contracting.

  • Section 69: reimbursement by a person interested in payment of money due.

  • Section 70: obligation of a person enjoying benefit of a non-gratuitous act.

  • Section 71: responsibility of a finder of goods to take reasonable care.

Quick reference

Negotiable Instruments - Crossing

  • Section 123: crossing of cheque may be general or special.

  • Section 124: general crossing requires payment through a bank.

  • Section 125: special crossing requires payment to the specified banker.

  • Section 126: cheque crossed specially may be crossed again to another banker.

Quick reference

LLP Act - Partners and Liability

  • LLP Act s.23: LLP liable for wrongful acts of partners in the course of business.

  • Section 24: partner not personally liable for obligations of LLP except own wrongful act.

  • Section 25: partner liable to LLP for breach of agreement.

  • Section 26: partner may not be liable for acts of other partners beyond his authority.

Quick reference

Companies Act - General Meetings

  • Section 96: AGM to be held once a year with not more than 15 months between two AGMs.

  • Section 97: power of Tribunal to call AGM if default is made.

  • Section 98: power of Tribunal to order meeting other than AGM.

  • Section 99: penalty for default in holding AGM.

Quick reference

Labour - Gratuity Eligibility

  • Gratuity Act s.4: gratuity payable on superannuation, retirement, resignation or death.

  • Section 4(1) proviso: 5 years continuous service not required on death or disablement.

  • Section 2A: continuous service includes periods of leave and sickness.

  • Section 7: employer to pay gratuity within 30 days of it becoming due.

Quick reference

FEMA - Capital Account Transactions

  • FEMA s.6(1): RBI may regulate capital account transactions by notification.

  • Section 6(2): classes of permissible capital account transactions to be notified.

  • Section 6(3): RBI may prohibit or restrict capital account transactions.

  • Section 6(4): Indian residents may hold foreign securities subject to regulations.

Quick reference

Consumer Protection - Complaint Procedure

  • Section 35: complaint may be filed by a consumer or a recognised consumer association.

  • Section 36: complaint may be admitted after condonation of delay.

  • Section 37: District Commission may dismiss complaint if no prima facie case.

  • Section 38: District Commission to decide complaint within 3 months of notice.

Quick reference

Contract - Agency Duties

  • Section 211: agent must conduct business according to directions of principal.

  • Section 212: agent must communicate with principal in case of difficulty.

  • Section 213: agent must render accounts to principal on demand.

  • Section 214: agent must pay sums received on behalf of principal.

Quick reference

Sale of Goods - Acceptance by Buyer

  • Section 42: buyer deemed to have accepted goods when he intimates acceptance or retains goods beyond reasonable time.

  • Section 43: buyer not deemed to have accepted goods until he has had reasonable opportunity to examine them.

  • Section 44: buyer may reject goods if they are not in accordance with contract.

  • Section 45: unpaid seller's rights arise where buyer fails to pay price.

Quick reference

Competition - CCI Orders

  • Section 26(1): CCI may direct investigation by DG if prima facie case exists.

  • Section 27: CCI may order cessation of anti-competitive practice and impose penalty.

  • Section 28: CCI may order division of a dominant enterprise.

  • Section 33: CCI may grant interim relief during inquiry.

Quick reference

Companies Act - Share Transfer

  • Section 56: transfer of shares requires instrument of transfer and delivery to company.

  • Section 56(4): company may refuse to register transfer within 30 days.

  • Section 58: appeal to Tribunal against refusal to register transfer.

  • Section 59: rectification of register of members by Tribunal.

Quick reference

Labour - Factories Act Working Hours

  • Section 51: weekly hours not to exceed 48; s.52 weekly holiday.

  • Section 54: daily hours not to exceed 9; s.55 rest interval after 5 hours.

  • Section 56: spread-over not to exceed 10.5 hours; s.57 night shift approval.

  • Section 59: overtime wages at twice the ordinary rate.

Quick reference

IBC - Moratorium and Claims

  • IBC s.14: moratorium prohibits institution of suits and transfer of assets.

  • Section 15: moratorium ceases on approval of resolution plan or liquidation order.

  • Section 18: resolution professional to collect claims and manage assets.

  • Section 21: committee of creditors to decide on resolution plan.

Quick reference

Miscellaneous - Arbitration and Consumer

  • Arbitration Act s.7: arbitration agreement must be in writing.

  • Section 11: appointment of arbitrator by Supreme Court or High Court.

  • Section 34: award may be set aside on grounds of public policy.

  • Consumer Protection Act s.2(47): unfair trade practice includes false representation.

Quick reference

Contract - Standard Form and Interpretation

  • Section 23: consideration or object unlawful makes agreement void.

  • Section 24: agreement void if consideration or object unlawful in part.

  • Section 26: agreement in restraint of marriage is void.

  • Section 27: agreement in restraint of trade is void except sale of goodwill.

Quick reference

Negotiable Instruments - Payment

  • Section 78: payment in due course discharges the maker or acceptor.

  • Section 79: interest on instrument payable at a specified rate.

  • Section 80: interest when no rate is specified - 18% per annum.

  • Section 81: payment of instrument by acceptor discharges all parties.

Quick reference

Partnership - Profit Sharing

  • Section 25: partners entitled to share profits equally unless contract provides otherwise.

  • Section 26: firm liable for misapplication of money by partner.

  • Section 27: firm not liable for acts of partner after dissolution if third party has notice.

  • Section 28: firm not liable for acts of partner after retirement if public notice given.

Quick reference

Companies Act - Board Meetings

  • Section 173: board meeting at least once every 3 months with gap not exceeding 120 days.

  • Section 174: quorum is one-third of total strength or two directors.

  • Section 175: resolution by circulation if approved by majority of directors.

  • Section 176: resolution by circulation to be noted at next board meeting.

Quick reference

Labour - ESI Benefits Detail

  • ESI Act s.46: sickness benefit at 70% of wages for 91 days.

  • Section 47: maternity benefit for 26 weeks; s.50 dependants' benefit.

  • Section 51: disablement benefit for temporary or permanent disablement.

  • Section 56: contribution period and benefit period notified by Corporation.

Quick reference

Economic Legislation - Benami Transactions

  • Benami Act s.2(8): benami transaction includes property held for benefit of another person.

  • Section 3: prohibition of benami transactions; s.4 penalty for entering into benami transaction.

  • Section 24: attachment and confiscation of benami property by adjudicating authority.

  • Section 53: imprisonment up to 7 years for benami transactions.

Quick reference

Consumer Protection - District Commission Powers

  • Section 38: District Commission may order removal of defect or replacement of goods.

  • Section 38(1)(c): compensation for loss or injury suffered by consumer.

  • Section 38(1)(d): discontinuation of unfair trade practices.

  • Section 38(1)(e): corrective advertisement to neutralise misleading advertisement.

Quick reference

Contract - Performance of Contract

  • Section 37: parties must perform or offer to perform their promises.

  • Section 38: tender of performance must be unconditional and for the whole obligation.

  • Section 39: when a party refuses to perform, the other may put an end to the contract.

  • Section 40: performance may be by promisor or his representative.

Quick reference

Sale of Goods - Title and Risk

  • Section 26: risk prima facie passes with property; s.26 proviso delays risk until delivery.

  • Section 27: sale by person not owner passes no title except under ss.28-30.

  • Section 28: sale by finder or person in possession under voidable contract.

  • Section 29: sale by joint owner in possession.

Quick reference

Competition - Dominance Factors

  • Section 19(4): factors include market share, size, entry barriers and dependence of consumers.

  • Section 19(4)(b): size and resources of the enterprise; s.19(4)(c) size of competitors.

  • Section 19(4)(d): economic power of the enterprise; s.19(4)(e) vertical integration.

  • Section 19(4)(f): dependence of consumers on the enterprise.

Quick reference

Companies Act - Directors' Duties

  • Section 166: director must act in good faith and in best interests of company.

  • Section 166(2): director must exercise due care and diligence.

  • Section 166(3): director must not involve in conflict of interest.

  • Section 166(4): director must not make undue gain or advantage.

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Labour - Factories Act Hazardous Processes

  • Section 41A: site appraisal committee to review hazardous processes every 2 years.

  • Section 41B: compulsory disclosure of information by occupier.

  • Section 41C: specific responsibility of occupier to maintain health and safety.

  • Section 41D: right of workers to warn about imminent danger.

Quick reference

FEMA - Export and Import

  • FEMA s.2(k): export means taking out of India any goods or services.

  • Section 2(p): import means bringing into India any goods or services.

  • Section 7: authorised persons may deal in foreign exchange subject to directions.

  • Section 8: restrictions on dealing in foreign exchange.

Quick reference

Consumer Protection - Appeals to National Commission

  • Section 58: appeal to National Commission against State Commission order within 30 days.

  • Section 59: National Commission may hear appeals and may impose penalty.

  • Section 60: National Commission may review its own order.

  • Section 61: National Commission may transfer cases from one State Commission to another.

Quick reference

Specific Relief - Declaratory Relief

  • SRA s.34: declaratory decree available to any person entitled to a legal character or right.

  • Section 34 proviso: no suit for declaration where plaintiff has no right or interest.

  • Section 35: declaration may be granted where plaintiff has a legal character or right.

  • Section 36: preventive relief granted at discretion of court.

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Negotiable Instruments - Liability of Parties

  • Section 30: drawer of a bill is bound to compensate holder if drawee dishonours.

  • Section 32: maker of a note is primarily liable to pay.

  • Section 33: acceptor of a bill is liable to pay at maturity.

  • Section 37: prior parties liable to holder in due course.

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Partnership - Dissolution by Notice

  • Section 43: partnership at will may be dissolved by notice by any partner.

  • Section 44: court may dissolve firm on grounds of misconduct or persistent loss.

  • Section 45: liability of partners after dissolution continues until public notice.

  • Section 46: partners entitled to have property applied in payment of debts.

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Companies Act - Postal Ballot

  • Section 110: postal ballot for prescribed resolutions; s.110(2) notice with draft resolution.

  • Section 110(3): resolution passed by majority of votes by postal ballot.

  • Section 110(4): resolution deemed passed on date of receipt of last ballot.

  • Section 110(5): postal ballot may be conducted electronically.

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Labour - Gratuity Payment

  • Gratuity Act s.4(3): gratuity payable within 30 days from date it becomes due.

  • Section 7: employer to determine gratuity within 30 days.

  • Section 8: failure to pay gratuity attracts imprisonment or fine.

  • Section 9: gratuity exempt from attachment in execution of decree.

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IBC - Resolution Plan Approval

  • IBC s.30: resolution plan must be approved by CoC with 66% voting share.

  • Section 31: approved plan binds corporate debtor and stakeholders.

  • Section 32: resolution professional to submit plan to adjudicating authority.

  • Section 33: liquidation order if plan not approved within time.

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Consumer Protection - Reliefs Detail

  • Section 39: District Commission may order removal of defect or replacement of goods.

  • Section 39(1)(c): compensation for loss or injury suffered by consumer.

  • Section 39(1)(d): discontinuation of unfair trade practices.

  • Section 39(1)(e): corrective advertisement to neutralise misleading advertisement.

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Contract - Indemnity and Guarantee Detail

  • Section 124: contract of indemnity is a promise to save another from loss.

  • Section 126: contract of guarantee involves surety, principal debtor and creditor.

  • Section 128: surety's liability is co-extensive with that of principal debtor.

  • Section 133: variance in terms without surety's consent discharges surety.

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Sale of Goods - Conditions and Warranties Detail

  • Section 12: condition is essential term; warranty is collateral term.

  • Section 13: breach of condition may be treated as breach of warranty.

  • Section 14: implied undertaking as to title and quiet possession.

  • Section 15: sale by description implies goods correspond with description.

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Competition - Anti-Competitive Agreements Detail

  • Section 3(3): horizontal agreements presumed to have appreciable adverse effect.

  • Section 3(4): vertical agreements assessed under rule of reason.

  • Section 3(5): exemptions for joint ventures and export cartels.

  • Section 3(1): agreements causing appreciable adverse effect are void.

Quick reference

Companies Act - Share Capital Detail

  • Section 43: share capital consists of equity and preference shares.

  • Section 44: shares are movable property transferable in manner provided by articles.

  • Section 45: shares to be numbered and certificate issued within 2 months.

  • Section 46: share certificate to be issued within 2 months of allotment.

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Labour - ID Act Definitions Detail

  • Section 2(k): industrial dispute means dispute between employers and workmen.

  • Section 2(n): workman excludes managerial and administrative staff.

  • Section 2(p): settlement means written agreement between employer and workmen.

  • Section 2(r): strike means cessation of work by body of persons acting in combination.

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Economic Legislation - Insolvency and Bankruptcy Detail

  • IBC s.7: financial creditor may file application on default of Rs. 1 crore or more.

  • Section 8: operational creditor must deliver demand notice of 10 days.

  • Section 9: operational creditor may file application if no payment or dispute.

  • Section 10: corporate debtor may file application for insolvency resolution.

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Miscellaneous - Legal Metrology Detail

  • Legal Metrology Act s.4: units of measurement based on metric system.

  • Section 11: no person shall manufacture or sell weight or measure without verification.

  • Section 18: declaration of pre-packaged commodities to include name, quantity and price.

  • Section 36: penalty for contravention of provisions relating to weights and measures.

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Contract - Offer and Acceptance Detail

  • Section 2(a): proposal made when one person signifies willingness to do or abstain from doing something.

  • Section 2(b): promise made when proposal is accepted.

  • Section 4: communication of offer complete when it comes to knowledge of offeree.

  • Section 5: acceptance may be revoked before it comes to knowledge of proposer.

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Negotiable Instruments - Dishonour Detail

  • Section 91: bill dishonoured by non-acceptance or non-payment.

  • Section 92: cheque dishonoured by non-payment when presented.

  • Section 93: notice of dishonour to be given to drawer and endorsers.

  • Section 138: dishonour of cheque for insufficiency of funds is an offence.

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Partnership - Liability Detail

  • Section 18: firm liable for wrongful acts of partner in ordinary course of business.

  • Section 19: implied authority of partner does not include submitting dispute to arbitration.

  • Section 20: partners may extend or restrict implied authority by contract.

  • Section 21: partner's authority in emergency to protect firm property.

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Companies Act - Prospectus Detail

  • Section 26: prospectus must be dated and filed with Registrar before issue.

  • Section 32: prospectus to state date and be issued within 90 days of registration.

  • Section 33: issue of prospectus without registration is void.

  • Section 34: misstatements in prospectus make directors liable for loss.

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Labour - Factories Act Health Detail

  • Section 11: cleanliness standards for factories.

  • Section 13: ventilation and temperature control.

  • Section 17: lighting arrangements in factories.

  • Section 18: drinking water arrangements for workers.

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FEMA - Penalties Detail

  • FEMA s.13(1)(a): penalty up to three times the sum involved where quantifiable.

  • Section 13(1)(b): penalty up to Rs. 2 lakh where not quantifiable.

  • Section 13(2): additional penalty up to Rs. 5,000 per day for continuing contravention.

  • Section 13(3): penalty may be imposed on company and persons in charge.

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Consumer Protection - Unfair Trade Practices Detail

  • Section 2(47)(i): falsely representing goods as of particular standard or quality.

  • Section 2(47)(ii): falsely representing services as of particular standard.

  • Section 2(47)(vi): not issuing bill or cash memo for goods or services.

  • Section 2(47)(ix): misleading advertisement about usefulness of goods.

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Contract - Void Agreements Detail

  • Section 24: agreement void if consideration or object unlawful in part.

  • Section 26: agreement in restraint of marriage is void.

  • Section 27: agreement in restraint of trade is void except sale of goodwill.

  • Section 28: agreement restraining legal proceedings is void.

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Sale of Goods - Unpaid Seller Detail

  • Section 45: unpaid seller includes seller to whom whole price has not been paid.

  • Section 46: rights include lien, stoppage in transit and resale.

  • Section 47: lien may be exercised where goods are in possession of seller.

  • Section 48: stoppage in transit applies when buyer becomes insolvent.

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Competition - Abuse of Dominance Detail

  • Section 4(2)(a): imposing unfair or discriminatory conditions or price.

  • Section 4(2)(b): limiting production or market access.

  • Section 4(2)(c): denial of market access.

  • Section 4(2)(d): imposing supplementary obligations unrelated to contract.

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Companies Act - Management Detail

  • Section 196: appointment of managing director, whole-time director or manager.

  • Section 197: managerial remuneration limits to 11% of net profits.

  • Section 198: calculation of profits for managerial remuneration.

  • Section 199: recovery of remuneration in case of excess payment.

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Labour - ESI Detail

  • ESI Act s.2(9): employee includes persons employed for wages in factory.

  • Section 2(22): wages exclude travelling allowance and gratuity.

  • Section 39: contribution payable by employer and employee at notified rates.

  • Section 40: principal employer liable to pay contributions for contract labour.

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IBC - Avoidance Detail

  • IBC s.43: preferential transactions within 2 years before insolvency commencement may be avoided.

  • Section 44: order for avoidance of preferential transaction.

  • Section 45: undervalued transactions within 2 years may be avoided.

  • Section 49: transactions defrauding creditors may be avoided.

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Consumer Protection - Product Liability Detail

  • Section 84: manufacturer liable for defective product manufactured.

  • Section 85: product seller liable for defective product if he exercised control.

  • Section 86: product liability action may be filed by person who suffered harm.

  • Section 87: exemption for product seller if defect not attributable.