Chapter 3 formation of company

Slides:



Advertisements
Similar presentations
Private Limited Company
Advertisements

(c) St Patrick's Cathedral Grammar School Form What is the procedure for forming a private company?
MEETINGS Shumeet K. Grewal. The word ‘Meetings’ implies the coming together of a certain number of members for transacting the business in agenda, for.
Prospectus According to Section 2(36) of the Companies Act, “ prospectus means any document described or issued as a prospectus and includes any notice,
PROSPECTUS AND COMMENCEMENT OF BUSINESS
RECAP IN PREVIOUS LECTURE WE HAVE LEARNT REGISTERED OFFICE PROMOTERS
MEETINGS OF SHARE HOLDERS. NEED FOR MEETING TO RATIFY TO EXPRESS THEIR DISAPPROVAL OF, THE DIRECTOR’S PAST CONDUCT. TO CONSIDER THEIR FUTURE PLANS. TO.
TOPIC COMPANY REGISTRATION
Recap Share (Definition) Classes of Shares – Ordinary Shares – Preference Shares – Redeemable Preference Shares Share Capital – Nominal or Authorized Capital.
COURTS, SECP AND REGISTRAR Jurisdiction of Courts Company Benches Procedure of Court Appeals against Court Orders Securities & Exchange Commission of.
What do you mean by a formation of a Company?
FORMATION OF A COMPANY CHAPTER - 3. A joint stock company does not come into existence on its own. Planned action and conscious efforts are required for.
PRIVATE LIMITED COMPANY IN INDIA
Corporate Secretary ship June 2008: Meeting
The promotion of every Business requires a process to be followed. A Number of Formalities have to be Completed before a unit can come into existence.
Company law TYPES OF COMPANY.
Company.
Recap Allotment of Shares Application for allotment of shares
Certificate for Introduction to Securities & Investment (Cert.ISI) Unit 1 Lesson 18:  Equities  How a company is formed  Difference between private.
Legal Procedure of Formation of Company
Company means- An association of persons united for a common object. A Company formed and registered under Companies Act or an existing Company.
Private Limited Companies We will look at: Revision of Private Limited Companies Documents required to set up a Private Limited Company AGM’s.
Introduction to company ,types
Cambodian Mekong University Master of Business Administration Course: Business Law Procedure of Company’s Registration Lecturer: Mr. Vann Chanara Group.
ARTICLES OF ASSOCIATION. 1) Articles of Association of a company contain the rules and Regulations relating to the Management of its internal Affairs.
Presented By: A document prepared by promoters After the formation of company To take capital by issuing shares Data regarding Company’s policy.
FORMING A COMPANY. STAGES INVOLVED IN THE PROCESS PROMOTION REGISTRATION OR INCORPORATION CAPITAL SUBSCRIPTION COMMENCENT OF BUSINESS.
Pre – Issue and Post – Issue Obligations
ARC 807: Professional Practice and Procedure Department of Architecture, Federal University of Technology, Akure, Nigeria ARC 807: Professional Practice.
Chapter :- 3 Prospectus. According to section 2(36) Prospectus is any document which includes any notice,circular,advertisement or other document inviting.
Conversion of Private Ltd Company to Public Ltd Company
INDIAN TAKEOVERS Meaning Of Acqusition: When an “acquirer” takes over the control of the “target company”, it is termed as takeover. When an acquirer.
Formation of a company is a complex activity involving completion of a lot of legal formalities and procedures. To fully understand the process one can.
Krishna C Rolli article student. In AMCA&CO
Under companies ordinance 1984 share is defined as: “A share in the share capital of the company.” It includes : Stocks except when there is a difference.
MGT211 Introduction to Business Lecture 06. Promotion Stage Initiation of idea Further discussion with other people Collection of further information.
1 INCORPORATION OF COMPANIES. 3 S14-18 CA 1965: prescribed the legal and general procedural requirements for incorporation of companies. Name of Company.
THE COMPANIES (GENERAL) REGULATIONS, 2015 AN OVERVIEW Presented By JAMES NDUNA For Registrar General, CS. Bernice Gachegu.
FORMATION OF COMPANY. Steps for formation of a company  Electronic filing of form  Incorporation of company  Certificate of incorporation  Promoter.
What is a Company? A Company is a voluntary association of persons formed for the purpose of doing business, having a distinct name and limited liability.
Welcome to our digital class Ali Ahad Mridha MAHM SCHOOL AND COLLEGE.
Incorporation &Related Matters. Companies The law applicable for companies is Companies Act No.7 of 2007 Other rules and regulations oSecurities Council.
Financial Accounting II Lecture 25. “Prospectus" means any document described or issued as prospectus, and includes any notice, circular, advertisement,
INCORPORATION OF A COMPANY Prepared by krishna c rolli
CAPITAL MARKETS DEVELOPMENT AUTHORITY Prospectus Preparation
Chapter seven prospectus
Presented by Jackie Nankunda
Welcome To our Presentation
Investment Management
Investment in Hungary.
Conversion of a Private Company into a Public Company
Formation of the Company
Formation of Company 8/27/2018
Companies Act 1990 Next slide.
Formation of a Joint Stock Company
Annual general meeting
ARE THERE ANY LIMITATIONS FOR SOLE TRADERS & PARTNERSHIP BUSINESS ?
COMPANY PROSPECTUS GOURAB TRITAL.
MEMORANDUM OF ASSOCIATION
Private Limited Company ART By zaheda. What is a Private Limited Company?  A private limited company is where between one and ninety nine people come.
COMPANIES ACT, 2013 ANNUAL RETURN (MGT 7)
Chapter Eight Members and Membership
Chapter 4 promoters 1. Nature of promoters
CHAPTER 2 TYPES OF COMPANIES
CORPORATE LAW M.Com. II Sem.
Private Placement of Securities under the Companies Act, 2013
Promotion U/S 2(69) of the companies Act 2013 promoter means a person:
Limited companies: general background Learning objectives
European Company Law Dorota Wieczorkowska
Presentation transcript:

Chapter 3 formation of company A company comes into existence through the following process: a. promotion; b. incorporation; c. capital subscription; and d. commencement of business. A private company needs only to go through the first two stages.

1. Promotion Gerstenberg has defined promotion as “the discovery of business opportunities and the subsequent organization of funds, property and managerial ability into a business concern for the purpose of making profits therefrom.” The following steps are followed during the promotion of the company: Name of the company The following should be observed by the promotors when choosing a name for the company: Name not suggest criminal or immoral intent;

Name not suggest any association with the government and its department; The name should not be mislead; The name should not be similar to the name of existing company or any other associations b. Discovery of idea; c. Detailed investigation; d. Assembling; and e. Financing of proposition.

2. Registration or Incorporation The promoters take the following steps for registration or incorporation of a company: a. Presentation of documents Memorandum of association Article of association Statement of company’s nominal capital Declaration of compliance List of directors.

III. Certificate of incorporation After receiving the required documents, the registrar opens a particular file for the company and register the name of the company and produce the certificate of incorporation. Original copy of the certificate will be given to the promoters and a copy will be left in the file of the company. Any rejection or decline from the register’s side without any valid reasons after delivering all required documents shall give the promoters the right to apply an order of Mandamus to a court.

Once certificate is issued it acts as conclusive evidence that the company was properly formed in accordance with all the requirements of the law. Circumstances when certificate of incorporation can be withdrawn: Where it discovered that the company was formed with blasphemous objectives. Where it discovered that the objects of the company are immoral. Where the entity that was registered as a company is not a company in nature.

Where the company to which the certificate has been issued turns out to be an enemy of the state. Iv. Acquisition of legal personality Where the company is registered and the certificate of incorporation is issued; it becomes a legal person in the eyes of the law by the name contained in its memorandum.

C. Capital subscription In order to make necessary arrangements for raising capital of the company; a meeting board of directors is convened to deal with Following: appointment of the secretary and fixing the terms and conditions of his appointment; appointment of bankers, brokers, solicitors and auditors; adoption of preliminary contracts entered by the promoters on behalf of the company in the pre-incorporation stage;

Adoption of the draft ‘prospectus’ or ’statement in lieu of prospectus’; Appointment of managing director or manager and other responsible officers of the company; Approval of the design of the common seal of the company and authorizing the custody thereof; and Listing of shares in the stock exchange.

The process of capital subscription the company invites the public , through its directors, to subscribe for its shares; Company files a copy of prospectus with the registrar of the company and published on advertised date; The investors may obtain a copy of the prospectus from either from the registered office Or its bankers; Investors forward their application for shares with the money to the company’s banker mentioned in the prospectus;

The bankers will forward the application to the company where the directors consider the allotment of the shares if the subscribed capital is at least equal to the minimum subscription as disclosed in the prospectus. After that, allotment letters will be sent to the applicants who have been allotted to share while letter of regret will be sent to those have been rejected and For those who have been allotted share will receive share certificate after sometime;

D. commencement of Business A private company can commence business immediately after the grant of certificate of incorporation, but a public limited company will have to undergo some more formalities before it can start business. The certificate for commencement of business is issued by Registrar of Companies, subject to the following conditions: 1. Shares payable in cash must have been allotted up to the amount of minimum subscription

Any questions or Comments!! 2. Every director of the company had paid the company in cash application and allotment money on his shares in the same proportion as others. On getting trading certificate, the process of formation of public company is complete and it is now that such company can start its business. Any questions or Comments!!