Company Law

“The company is at law a different person altogether from the subscribers.” — Salomon v Salomon & Co Ltd (1897)

Free, exam-ready Company Law notes for LL.B. — concise topic notes, comparison charts, landmark cases and solved IRAC problems. Pick any topic below.

Unit I — Introduction and Concept

• Meaning, Nature and Characteristics of a Company
• Kinds of Company
• Corporate Personality and Limited Liability
• Advantages and Disadvantages of Incorporation
• Lifting the Corporate Veil
• Promoters — Duties and Liabilities

Unit II — Incorporation

• Procedure of Incorporation and Commencement of Business
• Certificate of Incorporation
• Memorandum of Association — Clauses and Alteration
• Articles of Association and their Binding Force
• Doctrine of Ultra Vires and Constructive Notice
• Doctrine of Indoor Management
• Prospectus — Contents, Misstatement and Remedies
• Pre-Incorporation Contracts

Unit III — Management and Control of Companies

• Board of Directors — Powers and Distribution of Powers
• Directors — Appointment, Position, Duties and Removal
• Company Meetings and Resolutions
• Oppression, Mismanagement and the Rule in Foss v Harbottle
• Corporate Social Responsibility
• Remuneration of Directors (Managerial Remuneration)

Unit IV — Financial Structure of Company

• Shares and Share Capital — Kinds
• Allotment of Shares and Calls
• Transfer of Shares and Membership
• Dividends — Declaration and Payment
• Buy-Back of Shares and Private Placement
• Debentures
• Charges — Fixed and Floating
• Acceptance of Deposits
• Rights and Privileges of Shareholders/Members
• Remedies of Debenture-holders

Unit V — Reconstruction, Amalgamation and Winding Up

• Reconstruction, Amalgamation and the Powers of the NCLT
• Takeover and Acquisition of Minority Interest
• Winding Up — Concept, Modes and Who May Apply
• Voluntary Winding Up and Compulsory Winding Up
• The Liquidator and Preferential Payments

Landmark Case Laws

Full one-page briefs — facts, issue, held and why it matters:

• Salomon v Salomon & Co. Ltd. (1897)
• Macaura v Northern Assurance Co. (1925)
• Daimler Co. v Continental Tyre & Rubber Co. (1916)
• Ashbury Railway Carriage & Iron Co. v Riche (1875)
• Royal British Bank v Turquand (1856)
• Ruben v Great Fingall Consolidated (1906)
• Foss v Harbottle (1843)
• Cook v Deeks (1916)
• Bushell v Faith (1970)
• Household Fire Insurance Co. v Grant (1879)
• Borland’s Trustee v Steel Bros. & Co. (1901)
• Ebrahimi v Westbourne Galleries Ltd. (1973)

✏️ Practice

• 10 Solved Problems (IRAC Method) — KSLU-style problems worked in full
• KSLU Past Questions & Exam Topics

Download the Company Law Complete Bundle + Question Bank — ₹199 — the full study notes plus a Question Bank of model answers (essays + problems) for every previously-asked KSLU question, in one printable PDF for all 5 units.

🆓 Free sample: Download Unit 1 (free PDF)