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11 Company Law rulings that every Lawyer and CS should know

Written by : Pranit Mahesh Ponkshe

Following are the Company Law rulings that every Lawyer and CS  should know :-

Sr.No Heading/Topic Case Law Name Decision/Provision
1. Separate Legal Entity Saloman Vs. Saloman & Co. Ltd. The company is different from it’s shareholders.
2. Ultravires/Void Contracts Ashbury Railways Carriage & Iron Co Ltd Vs Riche The company must not go beyond MOA  of the company. The suit cannot be filed on Void Contracts.
3. Doctrine of Indoor Management Royal British Bank Vs. Turquand The outsider transacting with the company are not obligatory/ need to investigate into the internal administration of the company.
4. Fail to hold AGM Utkal Distributors Pvt. Ltd Vs ROC If the company is fail to hold AGM then also it’s required to file the annual return with the ROC
5. Lifting of Corporate Veil GOL Ford Motor Co. If there is fraudulent object or activity or purpose of the company then, the court will repulse/decline the status as a separate legal entity.
6 Certificate of incorporation is a conclusive evidence Jubilee cotton mills ltd The certificate of incorporation is a conclusive also states that, necessary requirements are followed.
7 Business must be mentioned in the notice Westfort hi-tech hospitals Business/kind of transaction must be mentioned in the notice.
8 Calling of AGM even if accounts are not ready a.Radhika Prasad Nanda vs ROC.

b. Andhra Provincinal Potteries vs. ROC

The company is required to call AGM even if accounts are not ready for consideration.
9 Considered as Indian company if incorporation is in the India. Gramophone & Typewriter Ltd v Stanley The company will be considered as an Indian company even if it is incorporated in India by foreign promoters.
10 Minutes are regarded as evidence Escorts Ltd. It can be proved from the minutes of the meeting that, particular resolution is passed.
11 Payment of excess capital Tamil Nadu Newsprint and Papers Ltd vs Roc The company can reduce its capital by paying excess amount.
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