L.L.M. (Previous ) DEGREE EXAMINATION, MAY CORPORATE AND SECURITIES LAW

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( D 1233 CSL) L.L.M. (Previous ) DEGREE EXAMINATION, MAY 2007. Paper II GENERAL PRINCIPLES OF COMPANY LAW - I 1. Define Company. Distinguish between public and private company. 2. Promoters stand in a fiduciary relationship with the company they promote. Discuss. 3. Write a note on Memorandum of Association of Company. 4. What are the circumstances under which corporate veil may be lifted. 5. Define prospectus. Discuss various remedies available to a person against a company for misstatement in prosecutes. 6. Circumstances under which a company issue the same. 7. Define and distinguish between Equity Shares and Preference Shares. 8. Define and distinguish between transfer and transmission of shares. 9. What do you mean by Doctrine of Constructive Notice. Explain with the help of case law and exceptions thereto. (a) Existing Company (b) Promoters (c) Articles of Association (d) Deemed prospectus.

( D 1234 CSL ) L.L.M. (Previous ) DEGREE EXAMINATION, MAY 2007. Paper III COMPANY MANAGEMENT 1. Unlike private company a public company cannot commence business immediately on incorporation Comment. 2. Define Director. What is the legal position of a director in a company? 3. Discuss the powers and functions of board of Directors which can be exercised in Company management. 4. Every meeting, in order to be valid must be duly convened, properly constituted and conducted. Explain. 5. What is Statutory Meeting? When and how its held. What are the legal consequences in case of failure to conduct the Statutory Meeting? 6. Discuss the powers and duties of Auditor under Companies act. 7. State the procedure for applying to the Company Law Board for redressal of prevention of oppression and mismanagement of company. 8. Define and distinguish between merger. And reconstruction. 9. What do you mean by reconstruction How can a company under members voluntary winding up be reconstructed? 10. Write short notes on any TWO of the following (a) Annual returns. (b) Board meetings (c) Majority rule (d) Minority protection.

( D 1235 CSL ) L.L.M. (Previous ) DEGRE EXAMINATION,MAY 2007. Paper V GENERAL PRINCIPLES OF COMPANY LAW - II 1. Explain the procedure for increase and reduction of share capital. 2. Debenture means a document, which either creates a debt mere acknowledges it, and any document which fulfils either of those conditions is a debenture. Discuss. 3. Explain the procedure for buyback of own shares of a company. 4. Discuss the statutory provisions relating to creation of fixed and floating charges by a company. 5. What do you mean by the word sweat equity? Discuss the purpose and conditions of issue of sweat equity shares. 6. Explain conditions under which a company reduces the share capital. 7. Discuss the procedure for alteration of capital of a company. 8. Discuss the statutory provisions relating to Employees Stock Options Plan. 9. Explain the procedure for registration of a foreign company in India. (a) Proxy (b) Crystallization of charges (c) Dividend (d) Preferential shares.

( D 1236 CSL ) L.L.M. (Previous ) DEGRE EXAMINATION,MAY 2007. Paper VI ADMINISTRATION OF COMPANY LAW 1. When can a company be wound up by court. Who are the persons entitled to present petition for such winding up petition. 2. Distinguish between members winding up and creditors winding up. 3. Explain the powers of official liquidator which may be exercised by him with the sanction of the Court. 4. Explain the procedure to wind up a company voluntarily. 5. Write a note on winding up unregistered companies under Companies Act, 1956. 6. Define term contributory Discuss the liability of members of company in the event of winding up. 7. Explain the role of Department of Company affairs in so far as company law administration in India. 8. Write a note on Company Law Appellate Tribunal. 9. Evaluate the role of Sick Industrial Companies (Special Provisions) Act, 1985 in so far as revival and rehabilitation of sick industrial companies. (a) Dissolution (b) Voluntary Winding up (c) Defunct company (d) Registration of Companies.

( D 1251 CSL ) L.L.M. (Final ) DEGREE EXAMINATION, MAY 2007. Paper VII CORPORATE REGULATION 1. The social and economic charter under Directive principles of State Policy is aimed at achieving social order based on justice and express policy for securing economic justice - Comment. 2. Write a note on the SEBI, 2002 3. The Industries (Development and Regulations Act, 1951) though enacted with laudable purpose, but to day it has become almost redundant under new econimic policy. Comment. 4. Write a note on Competition Act, 2002 5. Examine the role of Insurance Regulatory and Development Authority Act. 1999 in Insurance sector in India. 6. Write a note on the powers and functions of Competition Commission of India. 7. Examine briefly the importance of Foreign Exchange Management Act. 1999. 8. Discuss important SEBI guidelines on good corporate governance. 9. Write a note on Non Banking Financial companies Prudential Norms (RBI) Directions, 1988 (a) Money changer (b) Scheduled industry under IRDA 1951 (c) Directorate of Enforcement under FEMAS, 1999 (d) Unfair trade Practice.

L.L.M. (Final ) DEGRE EXAMINATION,MAY 2007. Paper VIII SECURITIES LAW AND INVESTOR PROTECTION ( D 1252 CSL ) 1. Write a note on Recognized Stock Exchange. Discuss the powers of Central Government in relation of Recognized Stock Exchanges under Securities Contracts (Regulations) Act,1956 2. Define Depository. Discuss rights of depositories and beneficial owners. 3. Write a note on differential pricing by listed companies under SEBI (Disclosure and investor Protection) Guidelines, 2000 4. What do you mean by venture capital. Discuss the investment philosophy and basis of classification under SEBI (Venture Capital) Regulations, 1996. 5. What does insider trading mean. Discuss the prohibitory provisions under SEBI (Insider Trading Regulations, 1992. 6. Briefly discuss the general obligations and responsibilities of Merchant Banker under SEBI Regulations, 1992. 7. What is debenture trust. Write a note on the responsibilities and obligations of Debenture trustees. 8. Discuss the conditions under which a Ccompany may buy back its own shares and other specificed securities. 9. Write a note on Non Banking Financial Companies Acceptance of Deposit (RBI) Directions, 1998. 10. Write short note on any TWO of the following: (a) Price band (b) Book building (c) Debenture (d) Insider trading.