Corporate Law

Assignment 2
Syed Maaz Bin Shameem 14238
Faizan Faisal Khan 14635
Ordinary Resolution Special Resolution
Section 45 – Provision as to companies Section 12 – Change of name by a company
limited by guarantee
Section 51 – Power of unlimited company to Section 21 – Change of registered office of a
provide for reserve share capital on company
conversion of status to a limited company

An unlimited company may increase the

nominal amount of its share capital by
increasing the nominal amount of each of its
shares.
Section 59 – Variation of shareholders’ right. Section 32 – Alteration of memorandum
The expression variation under this section
includes abrogation, revocation or
enhancement.
Section 65 – Powers and liabilities of trustee Section 38 – Alteration of articles

The trustee nominated or appointed has the

right to sue for all the redemption monies
and interests in different cases.
Section 66 – Issue of securities and Section 46 – Conversion of public company
redeemable capital not based on interest. into private company and vice versa

The provision of this act relation to creation,

increase or decrease of the capital shall not
apply to the redeemable capital.

Section 70 – Return as to allotments Section 47 - Conversion of status of private

The company within 45 days shall do certain
tasks whenever they make allotments of its
shares.
Section 93 – Registration of order of
reduction
company into a single-member company and
vice-versa
Section 48 - Conversion of status of unlimited
company as limited company and vice-versa

The registrar shall register the same on the

filing with him of a certified copy of the order
of the court.
Section 101 – Particulars in case of series of Section 49 - Conversion of a company limited
debentures entitling holders pari passu by guarantee to a company limited by shares
and vice-versa
Where there is more than one issue made of
debentures in the series it should be filed
with the registrar for entry in the register.
Section 131 – Statuary meeting of company Section 82 - Power to issue shares at a
discount
In the case of first general meeting of a
company is decided to be held earlier no
statutory meeting shall be required.
Section 138 – Representation of body Section 85 - Power of company to alter its
corporate or corporation at meetings share capital

A corporation which is a creditor of another

company shall be entitled to exercise the
same powers on behalf of the corporation
which he represents.
Section 141 – Voting to be by show of hands Section 86 - Prohibition of purchase by
in first instance company or giving of loans by it for purchase
of its shares.
At any general meeting, a resolution put to
the vote of the meeting shall be decided on a
show of hands.
Section 142 – Declaration by chairman on a Section 88 - Power of a company to purchase
show of hands its own shares

On a vote on a resolution at a meeting on a

show of hands is conclusive evidence of the
fact without proof of the number of the
votes recorded against or in favor of the
resolution.
Section 143 – Demand for poll Section 89 - Reduction of share capital
The demand of poll can be withdrawn
anytime by the members who made the
demand.
Section 144 – Poll through secret ballot Section 99 - Special resolution of limited
When a poll is demanded on any resolution it company making liability of directors
may be ordered to be taken by the chairman unlimited
of the meeting by secret ballot of his own
motion.
Section 146 – Resolutions passed at Section 190 - Removal of chief executive
adjourned meetings
Where a resolution passed on an adjourned
meeting it should be treated as been having
passed on the date which it was passed on
and not any earlier date
Section 163 – Removal of directors Section 199 - Investments in associated
A resolution for removing a director shall not companies and undertaking
be deemed to have passed if the number o
votes cast against is equal to or exceeds
specified votes.
Section 182 – Loans to directors: Section 208 - Related party transactions
requirement of members’ approval

A company shall not make a loan to a

director of the company or any of his
relatives unless it has been approved by a
resolution of the members of the company.
Section 211 – Restriction on non-cash Section 246 -Appointment, removal and fee
transactions involving directors of auditors

No company shall enter into contact unless

prior approval for such arrangement is
accorded by the resolution of the company.
Section 230 – Rights of holding company’s Section 257 - Investigation of company’s
representatives and members affairs in other cases

A holding company may authorize

representatives to inspect their books any
time during the office hours.
Section 348 – Commencement of voluntary Section 301 - Circumstances in which a
winding up company may be wound up by Court

A voluntary winding up shall be deemed to

commence at the time of the passing of the
resolution of voluntary winding up.
Section 350 – Notice of resolution to wind up Section 347 - Circumstances in which
voluntarily company may be wound up voluntarily

A liquidator of a company shall be deemed to

be an officer of the company.
Section 363 - Appointment of liquidator
The liquidator can be anyone depending on
different cases and conditions
Section 356 -Power of liquidator to accept
shares as consideration for sale of property
of company
Section 400 - Penalty for fraud by officers of Section 372 - Powers and duties of liquidator
companies which have gone into liquidation in voluntary winding up

If any person passes a resolution for

voluntary winding up shall be imprisoned for
a term which may be extended to three years
and shall be liable to fine upto 1 million
rupees
Section 375 - Arrangement when binding on
company and creditors