Taxmann Legal Aspects of Business Text & Cases By M.K. Nabi Edition December 2024

Legal Aspects of Business Text & Cases By M.K. Nabi

Legal Aspects of Business Text & Cases By M.K. Nabi

Description

This book adopts a fresh approach to acquaint the readers with the nuances of various business laws. The methodology is curated for those venturing into the world of law for the first time; this book strikes a sublime balance between comprehensive content and ease of understanding.

It is designed to cater to the needs of MBA, PGP, M.Com. students. and other allied courses. It focuses on helping the reader grasp the basic tenets, terminologies, and legal jargon. This book covers the syllabus of legal aspects of business, business law, and company law prescribed by various Indian universities and institutions.

The Present Publication is the 3^rd Edition, authored by Dr. Mohammed Kamalun Nabi, with the following noteworthy features:

• [Latest Amendments] The 3^rd Edition has been thoroughly updated to incorporate the latest amendments to various business laws, including the Companies Act, 2013. It also includes significant updates to the following Acts:
  • Competition Act, 2002
  • Right to Information Act, 2005
  • Information Technology Act, 2000
  • Securities and Exchange Board of India Act, 1992
  • Environmental Protection Act, 1986
• [Additional Highlights]
  • Insolvency and Bankruptcy Code, 2016
  • MCA-21 and E-filing
  • Environmental Protection Act, 1986
• [Updates to Existing Chapters]
  • Law of Consumer Protection as per the new amendment
  • Provisions of the Companies (Amendment) Acts of 2019 and 2020
  • Latest amendments in the Negotiable Instrument chapter
  • Updates to the Intellectual Property Rights chapter
  • Practical guidance on the online registration of new companies with the Spice+ form and the online incorporation process of LLPs
• [Simple & Systematic Explanation] The subject matter is presented in a simple, systematic method along with a comprehensive explanation of the various laws with snippets
• [Decoding the Law in Easy Language] It presents the complicated provisions of the laws in simple & lucid language without using legal jargon
• [Covering 10+ Business Laws] This book covers the syllabus of legal aspects of business, business law, and company law with the help of various leading case laws & examples
• [Topics such as the Information Technology (IT) Act & Intellectual Property Rights (IPR)] are covered in detail, adding essential knowledge

• [Caselets & Real-World Examples are Interspersed in the Right Places], bridging the gap between theoretical knowledge and its practical implications

• [Visually Engaging Presentation & Strategic Bifurcation of Questions] into ‘Discussion’ and ‘Practical’ categories, aiding in the understanding and application of the materials
• [Student-Oriented Book] This book has been developed keeping in mind the following factors:
  • Interaction of the author/teacher with thousands of students
  • Shaped by the author/teacher’s experience of teaching the subject matter to varying levels
  • Reactions and responses of students have also been incorporated at different places in the book

The detailed contents of the book are as follows:

Indian Contract Act, 1872

• Nature and Kinds of Contracts
• The book starts with an introduction to the Indian Contract Act 1872, explaining the fundamental nature and kinds of contracts. It defines a contract and outlines the essential elements required for a valid contract, such as offer, acceptance, and consideration.
• The chapter is supplemented with multiple-choice questions, discussion questions, and practical problems to aid comprehension and application.
• Offer and Acceptance
• This chapter discusses the intricacies of offer and acceptance, detailing what constitutes a valid offer and the various types of offers, such as express and implied, specific and general. It also covers the termination and revocation of offers, along with the critical aspects of acceptance and its communication.
• Each concept is reinforced with multiple-choice questions, discussion questions, and practical problems, ensuring a clear and practical understanding of these foundational principles.
• Consideration
• Consideration, a crucial element in any contract, is analysed in depth. The chapter discusses the essentials of valid consideration, the exceptions to the rule ‘No Consideration, No Contract,’ and the doctrine of privity of contract.
• Practical examples, multiple-choice questions, discussion questions, and practical problems are provided to help readers grasp the application of these concepts in real-world scenarios.
• Competency of Parties
• The chapter explains who is competent to enter into a contract, focusing on the legal position of minors, persons of unsound mind, and other disqualified persons.
• This chapter includes detailed explanations, practical implications, multiple-choice questions, discussion questions, and practical problems to ensure readers understand the legal requirements for competency in contract formation.
• Free Consent
• This chapter addresses the importance of free consent in contracts, covering elements such as coercion, undue influence, fraud, misrepresentation, and mistake. It explains how these factors can affect the validity of a contract and provides examples to illustrate each concept.
• The chapter is enhanced with multiple-choice questions, discussion questions, and practical problems.
• Legality of Object and Consideration
• The legality of the object and consideration is crucial for a valid contract. This chapter discusses the public policy doctrine and what constitutes a lawful object and consideration.
• It includes multiple-choice questions, discussion questions, and practical problems to help readers understand these legal principles.
• Void Agreements
• Void agreements are those that are not enforceable by law. This chapter explains the types of agreements that are expressly declared void, such as wagering contracts.
• It also examines the effects of such agreements and includes multiple-choice questions, discussion questions, and practical problems.
• Discharge of Contract
• This chapter outlines the various modes of discharge of a contract, including performance, mutual consent, operation of law, and breach.
• It provides practical insights into how contracts can be terminated and includes multiple-choice questions, discussion questions, and practical problems to reinforce learning.
• Remedies for Breach of Contract
• Certain remedies are available to the aggrieved party when a contract is breached. This chapter covers rescission, suit for damages, specific performance, and injunction.
• Each remedy is explained with examples, and the chapter includes multiple-choice questions, discussion questions, and practical problems to ensure a comprehensive understanding.
• Contingent Contract
• Contingent contracts depend on the occurrence or non-occurrence of an uncertain event. This chapter explains the essential characteristics of contingent contracts and provides multiple-choice questions, discussion questions, and practical problems to facilitate learning.
• Quasi Contracts
• Quasi-contracts are not actual contracts but are treated as such by law to prevent unjust enrichment. This chapter covers the types of quasi-contracts and includes multiple-choice questions, discussion questions, and practical problems to illustrate their application.
• Contract of Indemnity and Guarantee
• This chapter explains the contracts of indemnity and guarantee, detailing their essentials, the rights of indemnity holders, and the obligations of sureties.
• It includes practical examples, multiple-choice questions, discussion questions, and practical problems to enhance understanding.
• Contract of Bailment and Pledge
• The chapter discusses the contracts of bailment and pledge, explaining their meaning, essential features, rights, and duties of the parties involved.
• This chapter includes multiple-choice questions, discussion questions, and practical problems to aid comprehension.
• Contract of Agency
• This chapter covers the creation and termination of agency contracts, the rights and duties of agents, and the legal implications of agency relationships.
• Practical examples, multiple-choice questions, discussion questions, and practical problems are provided to illustrate these concepts.

Sale of Goods Act, 1930

• Contract of Sale of Goods
• This chapter introduces the Sale of Goods Act 1930, defining a contract of sale and its essentials. It covers the classification of goods, the perishing of goods, and the ascertainment of price.
• Multiple-choice questions, discussion questions, and practical problems are included to reinforce understanding.
• Conditions and Warranties
• Conditions and warranties are crucial in a contract of sale. This chapter explains their significance, the difference between conditions and warranties, and the doctrine of caveat emptor.
• It includes multiple-choice questions, discussion questions, and practical problems.
• Transfer of Ownership
• The transfer of ownership and the passing of risk are vital aspects of a sale contract. This chapter covers the rules regarding the transfer of ownership, including sale by non-owners, with multiple-choice questions, discussion questions, and practical problems to facilitate learning.
• Performance of Contract of Sale
• This chapter discusses the performance of a sale contract, including the delivery of goods and acceptance.
• It includes practical examples, multiple-choice questions, discussion questions, and practical problems to ensure a clear understanding.
• Rights of an Unpaid Seller
• The rights of an unpaid seller are essential for protecting the interests of sellers. This chapter explains these rights, including the right to lien, stoppage in transit, and resale.
• Multiple-choice questions, discussion questions, and practical problems are provided to enhance comprehension.
• Auction Sale
• Auction sales have specific legal requirements. This chapter covers the rules and procedures of auction sales, including multiple-choice questions, discussion questions, and practical problems.

Indian Partnership Act, 1932

• Partnership Act
• This chapter introduces the Indian Partnership Act 1932, explaining the essential elements of a partnership, the partnership deed, and the types of partners.
• It includes multiple-choice questions, discussion questions, and practical problems to aid in understanding.

Negotiable Instruments Act, 1881

• Negotiable Instruments
• This chapter covers the definition, characteristics, and classification under the Negotiable Instruments Act 1881.
• It includes multiple-choice questions, discussion questions, and practical problems to facilitate learning.
• Parties to Negotiable Instruments
• The chapter discusses the roles and liabilities of parties to negotiable instruments, including holders and holders, in due course. Practical examples, multiple-choice questions, discussion questions, and practical problems are provided to illustrate these concepts.
• Negotiation of Negotiable Instruments
• This chapter explains negotiating negotiable instruments, including endorsement and delivery, with practical insights and multiple-choice questions, discussion questions, and practical problems.

Companies Act, 2013

• Meaning and Nature of Company
• The chapter introduces the Companies Act 2013, explaining a company’s definition, characteristics, advantages, and disadvantages.
• It includes multiple-choice questions, discussion questions, and practical problems to aid in understanding.
• Kinds of Companies
• This chapter covers the classification of companies based on incorporation, liability, and ownership.
• Practical examples, multiple-choice questions, discussion questions, and practical problems are provided.
• Formation of Company
• The chapter explains a new company’s promotion, incorporation, and online registration.
• It includes multiple-choice questions, discussion questions, and practical problems to facilitate learning.
• Memorandum of Association
• The memorandum of association is a vital document for a company. This chapter explains the doctrine of ultra vires and includes multiple-choice questions, discussion questions, and practical problems.
• Articles of Association
• This chapter covers the articles of association, their contents, alterations, and legal effects.
• Practical examples, multiple-choice questions, discussion questions, and practical problems are provided.
• Prospectus
• The prospectus is essential for raising capital. This chapter explains its definition, contents, and the consequences of misstatements.
• Multiple-choice questions, discussion questions, and practical problems are included.
• Allotment of Securities
• The chapter discusses the general principles, procedures, and penalties related to the allotment of securities, with multiple-choice questions, discussion questions, and practical problems.
• Shares and Share Capital
• This chapter covers the meaning, types, and classification of shares and capital.
• Practical examples, multiple-choice questions, discussion questions, and practical problems are provided.
• Membership of a Company
• The chapter explains the difference between members and shareholders in acquiring and terminating membership with multiple-choice questions, discussion questions, and practical problems.
• Transfer and Transmission of Shares
• This chapter covers the transfer and transmission of shares, the procedure involved, and the legal implications.
• It includes multiple-choice questions, discussion questions, and practical problems.
• Depository System
• The depository system is crucial for the trading of securities. This chapter explains its meaning, advantages, and participants.
• Multiple-choice questions, discussion questions, and practical problems are included.
• Calls and Forfeiture of Shares
• This chapter covers the processes of calls on shares and forfeiture. It begins with the meaning and requisites of valid calls, including conditions and formalities. It discusses the advance payment of calls, the lien on shares, and the procedure for the forfeiture of shares due to non-payment. The chapter also examines the reissue of forfeited shares and the voluntary surrender of shares.
• It concludes with multiple-choice and discussion questions to reinforce the concepts learned.
• Company Management
• This chapter introduces the concept and legal position of directors, including the number, appointment, powers, and duties of directors. It discusses different types of directors like Indian resident directors, women directors, independent directors, and small shareholder directors. The chapter also covers the Director Identification Number (DIN), managerial remuneration, restrictions on directors, insider trading, whistleblowing, and the roles of managing and whole-time directors.
• The chapter ends with multiple-choice and discussion questions.
• Meetings and Resolutions
• This chapter covers the different types of company meetings, including annual and extraordinary general meetings, and the statutory provisions for conducting them. It details the requisites of a valid meeting, voting and poll procedures, and various resolutions, including ordinary and special resolutions. It also discusses resolutions requiring special notice and the minutes of meetings.
• The chapter concludes with multiple-choice and discussion questions.
• Dividends
• This chapter explains the meaning and types of dividends, including final and interim dividends. It discusses the declaration process, the unpaid dividend account, and the investor education and protection fund.
• The chapter also covers penalties for failing to distribute dividends and includes multiple-choice and discussion questions and practical problems.
• Accounts
• This chapter introduces the maintenance of books of accounts, including the place of keeping them and inspection by directors. It explains the preparation and presentation of financial statements, including the board’s and director’s reports.
• The chapter concludes with multiple-choice and discussion questions.
• Audit and Auditors
• This chapter covers auditors’ appointment, removal, and resignation, including compulsory rotation for listed companies and government company auditors. It details the qualifications, disqualifications, remuneration, and duties of auditors. The chapter also discusses the audit of branch accounts and penalties for infringement.
• It ends with multiple-choice and discussion questions.
• Prevention of Oppression and Mismanagement
• This chapter introduces the rules against oppression and mismanagement, detailing who can apply to the tribunal and the relief available.
• It includes multiple-choice, true or false, and discussion questions.
• Winding Up of a Company
• This chapter covers winding up a company and distinguishes between winding up and dissolving. It outlines the steps in voluntary liquidation, the role of the provisional and company liquidator, and the consequences of a winding-up order.
• The chapter concludes with multiple-choice and discussion questions.
• Insolvency and Bankruptcy Code, 2016
• This chapter introduces the key features of the Insolvency and Bankruptcy Code, 2016, explaining who can apply and the corporate insolvency resolution process. It covers liquidation under IBC and voluntary liquidation.
• The chapter includes multiple-choice and discussion questions.
• MCA-21 and E-Filing
• This chapter introduces the MCA-21 system, detailing its features and various versions. It covers e-filing, online registration of companies, digital signature certificates (DSC), and director identification numbers (DIN).
• The chapter concludes with multiple-choice and discussion questions.

Limited Liability Partnership

• Limited Liability Partnership
• This chapter introduces the concept of a Limited Liability Partnership (LLP), its salient features, online incorporation, and the liability of LLPs and partners. It covers the process of winding up and voluntary liquidation.
• The chapter includes multiple-choice, true or false, and discussion questions.

Other Business Legislations

• Consumer Protection Act, 2019
• This chapter introduces the Consumer Protection Act 2019, detailing the rights of consumers, who can file a complaint, and the types of complaints that can be filed. It covers the Consumer Protection Council, consumer dispute redressal machinery, relief available, and unfair trade practices.
• The chapter concludes with multiple-choice, discussion, and practical questions.
• Competition Act, 2002
• This chapter introduces the Competition Act 2002, its objectives, and the regulation of combinations. It details the Competition Commission of India, its composition, and its powers.
• The chapter includes multiple-choice, discussion, and practical questions.
• Right to Information Act, 2005
• This chapter introduces the Right to Information Act 2005, detailing the rights to information, the obligations of public authorities, and the process for obtaining information. It covers exemptions from disclosure, the Central and State Information Commissions, their powers, and penalties.
• The chapter concludes with multiple-choice, discussion, and practical problems.
• Information Technology Act, 2000
• This chapter introduces the Information Technology Act 2000, its objectives, and salient features. It covers the duties of subscribers, e-governance, regulation of certifying authorities, and the acknowledgement and dispatch of electronic records.
• The chapter also discusses penalties and adjudication, concluding with multiple-choice, discussion questions, and practical problems.
• Securities and Exchange Board of India Act, 1992
• This chapter introduces the SEBI Act, 1992, its objectives, protective functions, powers, and the Securities Appellate Tribunal.
• The chapter includes multiple-choice and discussion questions.
• Foreign Exchange Management Act, 1999
• This chapter introduces the FEMA Act, 1999, objectives, and salient features. It covers contraventions and penalties.
• The chapter concludes with multiple-choice and discussion questions.
• Intellectual Property Rights
• This chapter introduces intellectual property rights, detailing the meaning and types of intellectual property. It covers the World Intellectual Property Organization and IPR laws in India.
• The chapter concludes with multiple-choice and discussion questions.
• Environment Protection Act, 1986
• This chapter introduces the Environment Protection Act 1986, its objectives, and salient features. It covers the powers of the central government, appointment of officers, prevention and control of environmental pollution, and penalties for contravention.
• The chapter includes multiple-choice and discussion questions.

About the author

M.K. Nabi

Dr Mohammed Kamalun Nabi is a Distinguished Professor in the Department of Commerce and Business Studies at Jamia Millia Islamia Central University, New Delhi. He has been a part of the esteemed faculty at Jamia Millia Islamia since 2006. With an impressive twenty-nine years of teaching and research experience, Dr Nabi has supervised eleven Ph.D. scholars, with eight more currently under his guidance.

Dr Nabi has authored nineteen books and published ninety-two research papers in prestigious national and international journals. He actively contributes to the academic community by serving on various journals’ Editorial and Advisory Boards.

As a dedicated academic, Dr Nabi is a life member of the Indian Commerce Association, Indian Accounting Association, and Orissa Commerce Association. His research interests span a range of topics, including Marketing, Consumer Behaviour, Advertising, Sales Management, and the Legal Aspects of Business.