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Corporate & Business Law

Company Law (Corporate Law)

Companies Act, 2013: corporate personality and veil, incorporation, promoters, types of companies, MoA/AoA and ultra vires, share capital, shares and debentures, members, meetings.

  • 3 study notes
  • 7 cases
  • 11 lectures
  • 24 MCQs
Illustration for Company Law (Corporate Law)

One-shot revision

Complete notes

The whole subject in one place: read end to end before exams.

Complete notes

Corporate Law: Complete Notes

Corporate Law (Company Law) studies the company from beginning to end: from what a company is and how it is born, to how it finally comes to an end. The course has six units; the first deals with the introduction to company law and the incorporation of a company.

136 min read

Complete notes

Corporate Law One Shot

The evolution of corporate law in India has been influenced significantly by British laws, evolving over time to regulate the rights, duties, and responsibilities of companies. Below is the development explained in a po…

113 min read

Topic by topic

Study notes

Short, focused notes on each topic, newest first.

Case compilation

Corporate Law Case Law

Key Point: The case clarified that corporations are not "citizens" under the Indian Constitution.

18 min read

Judgments explained

Case laws

Facts, issues, judgment and the principle to remember.

All 7 cases

Salomon v. Salomon

House of Lords

The House of Lords held that a validly registered company is a separate legal person from its members, even when one person holds almost all its shares. So Aron Salomon was not personally liable for the company's debts, and as a secured debenture holder he was paid before the unsecured creditors. The case is the foundation of modern company law and the leading authority on corporate personality.

Two shareholders sued the directors of their company for selling their own land to the company at an excessive price and misapplying its property. The court dismissed the suit because a wrong done to the company must be remedied by the company itself, and the majority could decide whether to sue or could approve what had been done. The case is the foundation of the majority rule in company law and gave rise to the proper plaintiff rule and the rule of internal management.

Macaura

House of Lords

The House of Lords held that Macaura, who held almost all the shares of a company and was also its large unsecured creditor, had no insurable interest in timber owned by that company. The case matters because it shows clearly that the property of a company is not the property of its shareholders.

Gilford

Court of Appeal

Horne, a former managing director bound by a promise not to solicit his old employer's customers, set up a new company and solicited those customers through it. The Court of Appeal held that the new company was a mere cloak or sham formed to escape his promise, and granted an injunction against both Horne and the company. The case is a leading example of lifting the corporate veil where a company is used to escape a legal obligation.

During the First World War, the House of Lords held that a company registered in England may acquire an enemy character if the persons in real control of its affairs are enemies. The case matters because it shows that in wartime the court may look behind a company's separate legal personality to see who really controls it. It is the leading example of the 'enemy character' ground for lifting the corporate veil.

Jones v. Lipman

Case law

Lipman agreed to sell a property to Jones, changed his mind, and transferred the property to a company he had acquired so that he could not be forced to complete the sale. The court ordered specific performance against both Lipman and the company, calling the company a device, a sham and a mask. The case shows that a company used to evade an existing legal obligation will be ignored, which is one of the grounds for lifting the corporate veil.

Practise

24 MCQs on Company Law (Corporate Law)

Every answer comes with an explanation and the legal provision behind it.

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