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WelcomeTo Our
Presentation
Group name
“Icon”
Group Member’s Name & Id
NAME IDRizwan Mahbub Khan 12132101051
Nusrat Jahan 12151101139
Masuma Akram Bristy 12151101162
Nishat Tasnim Ayon 12151101163
Sabiha Islam 11151101166
Topic Name:
“COMPANY”
Defintion of Company
“A company is an association of
persons united for a common
object”.
— Justice James
Private Limited Company
Advantages Disadvantages
Owner keeps control of
the business.
Profits shared
between more people.
Private limited
company raise more
finance that a smaller
business.
A legal agreement
must be set up.
Difference between public company &
private company
Basis Public Company Private Company
Meaning
A public company
is a company
which is owned &
traded publicly.
A private
company is a
company which is
owned & traded
privately.
Minimum
members 7 2
Minimum
directors3 2
Transfer-
ability of
shares
Freely
transferable
Not freely
transferable
Definition of Promoters
The persons who do the
necessary preliminary work
to the formation of a
company are termed the
promoters of the company.
Definition of articles of
association
The articles of association are the regulations for the internal arrangement & management of the company.
—Charlesworth & Cain
Contents of articles of
association
Different classes of shares
Calls on shares
Transfer of shares
Notice to members
Common seal
Amount of capital
Doctrine Ultra-vires
Ultra vires is a Latin phrase meaning
"beyond the powers". If an act requires
legal authority and it is done with such
authority, it is characterised in law as intra
vires ("within the powers"). If it is done
without such authority, it is ultra vires.
Acts that are intra vires may equivalently
be termed "valid" and those that are ultra
vires "invalid".
Definition of memorandum of
association
A Memorandum of Association (MOA) is a
legal document which contains the
fundamental rules regarding the
constitution and activities of a company.
Contents of memorandum of
association
Name clause
Situation clause
Object clause
Liability clause
Capital clause
Subscription or consent clause
Definition of winding up of
a company
Winding up of a company is defined
as a process by which the life of a
company is brought to an end and its
property administered for the
benefit of its members and
creditors.
Modes of winding up of a
company
Compulsory winding up by the court
Voluntary winding up
Members voluntary winding up
Creditors voluntary winding up
Winding up subject to the
supervision of the court
Compulsory winding up by
the court
Special resolution
Default in holding statutory
meeting
Failure to commence business
Reduction in members
Inability to pay debts
Definition of prospectus
According to Section 142 of the company Act 1994 —
“Document containing offer of shares or debentures for sale to be deemed a prospectus.”
Objects of prospectus
To bring to the notice of public that a new company has been formed.
The secure that the directors of the company accept responsibility of the statement in the prospectus.
To preserve an authentic record of the terms of allotment on which the public have been invited to but its shares or debentures.
Contents of prospectus
The number of shares or debentures which
within the two preceding year been issued
for a considerations other than cash.
The amount or rate of underwriting
commission.
Preliminary expenses.
The names and addresses of auditors, if
any, of the company.
The time of opening of the subscription list
should be given in the prospectus.
Definition of share
A share is the interest of a
shareholder in a definite portion
of the capital. It expresses a
proprietary relationship between
the company & the shareholder.
Types of share
Types of share
Preference shares
Cumulative preference shares
Non-cumulative preference shares
Participating preferences share
Non-participating shares
Convertible preference share
Non-convertible preference shares
Equity shares
Characteristics of share
It is a unit of capital of the
company.
Each share is of a definite face
value.
Each share has a distinct number.
Shares are transferable units.