Unit 1

Corporate Management and Control: Directors: Appointment, Removal, Share qualification, Powers and Duties; Key Managerial Personnel, roles and responsibilities, Director Identity Number(DIN); Classification of directors, Women Directors, Independent directors; Legal position of directors, Liabilities of directors, Fiduciary Capacity of Directors, Duty of Disclosure of interests; Director Board meetings: Collective Responsibility of directors and decision making, Frequency of Board Meetings, Procedure for Board Meetings, Committees of Directors.

Oppression and Mismanagement and Investigation: Rule by Majority as applicable to management of companies and exceptions, Prevention of oppression and mismanagement, Role and Powers of the Company Law Board/ NCLT and Central Government, Company Investigation.

Unit 2

The Companies (Amendment Act), 2002 – Law relating to Producer Companies: Features of Producer Companies; Objects and formation of a Producer Company, Memorandum and Articles of a Producer Company; Management and functioning of Producer Companies in brief.
The Competition Act 2002: History and background of legislation; Competition policy and law, Important definitions, Anti-Competitive agreements, Abuse of dominant position; Regulation of combinations and Competition Advocacy; Competition commission of India: Formation, Duties, Powers and Functions of commission, Enforcement authority under the Commission. Major penalties.

Unit 3

Foreign Exchange Management Act, 1999: Introduction; Overview of FEMA; Important definitions; Regulation and management of foreign exchange; Authorized persons and their role; Enforcement Directorate and Investigations; Major contraventions and penalties for FEMA violations; Adjudication of FEMA cases and appeal authority.

Unit 4

The Securities and Exchange Board of India (SEBI) Act, 1992 – Formation, functions and powers of SEBI in relation to securities markets; Prohibition of manipulative and Deceptive devices; Insider trading and substantial acquisition of securities or control; Important guidelines for securities
issues; Establishment of Securities Appellate Tribunals (SAT); Powers of the Central Government; Appeals from the orders of SEBI.

Securities Contract Regulation Act, 1956: Corporatization & demutualization of stock exchanges; Highlights of new legislation on securities laws; Important definitions; Procedure for recognition of stock exchanges; Power of Central Government to make rules; Clearing corporation; Powers of stock exchanges to make and SEBI to revise bye-laws; Major violations of SCRA and, penalties; Title and right to dividends.

Unit 5

Law of Alternate Dispute Resolution in India: An overview of significance of Arbitration, Conciliation and Mediation; Arbitration: Meaning, Arbitration agreement, Procedure, Important cases; Conciliation: Conciliator, Kinds of conciliation and procedure for conciliation; Mediation: Meaning, Court referred mediation, Private mediation; Differences between arbitration, mediation and conciliation, Major advantages and disadvantages.

Course Objective:
The aim of this course is to make the students aware of the laws governing the corporate sector in particular and he business environment in general.

Course Outcomes:

Textbooks:

1. CA Amit Popli – Corporate, Economic and Allied Laws – Bharat Publishers
2. H.R. Machiraju – Indian Financial System – Vikas Publishing House
3. N.D. Kapoor – Corporate Laws and Secretarial Practice – Sultan Chand Publishers

Reference Books:

1. S.K. Aggarwal – Concept of Corporate Law – Galgotia Publications.
2. TAXMANN – Companies Act, 2013