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File Ref.No.27503/GA - IV - E3/2013/CU UNIVERSITY OF CALICUT

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File Ref.No.27503/GA - IV - E3/2013/CU UNIVERSITY OF CALICUT
File Ref.No.27503/GA - IV - E3/2013/CU
UNIVERSITY OF CALICUT
Abstract
Faculty of Commerce- Syllabus of IVth semester BCom BC04B06-Regulatory Frame Work for
Companies( CCSS-UG-2013 Admissions) and BC04B06 Corporate Regulations (CUCBCSS-UG2014 Admissions) - Revised- Approved- Orders issued
G & A - IV - E
U.O.No. 1558/2015/Admn
Dated, Calicut University.P.O, 13.02.2015
Read:-1)UO No.GAIV/E3/1601/02Vol-II dt 28-03-2012
2)UO No.6747/2014/Admn dt 15-07-2014
3) Item No.2 & 3 0f the Minutes of the Meeting of the BoS in Commerce(UG) held on
18-11-2014.
4) Item No.1-j- of the Minutes of the Meeting of the Faculty of Commerce and
Management Studies held on 05-01-2015.
5) Item No. II-F of the Minutes of the Meeting of the Academic Council held on 15-012015.
6)Orders of the Hon'ble Vice Chancellor in File No.19337/GAIV-E-SO/2015 dt 08-022015.
ORDER
As per paper read First above, orders have been issued for updating the modifications in the
Regulations , Scheme and Syllabi of BCom Programme under CCSS(UG) w.e.f. 2010 Admissions
onwards.
As per paper read Second above, the Regulations , Scheme and Syllabi for BCom and BCom with
Islamic Finance Programmes under CUCBCSS(UG) Programme were implemented w.e.f.2014
Admission onwards.
As per paper read Third above, the Board of Studies in Commerce(UG) at its meeting held on 1811-2014, vide item No.2&3, has resolved to revise the syllabus of BC04 B06-Business Regulatory
Frame Work for Companies of current IVth semester BCom(2013 Admissions) in the light of
Companies Act 2013 which came in to force w.e.f. 1st April 2014 and approved the new syllabus
accordingly.
In the light of Companies Act 2013, the BoS also resolved to revise the Syllabus of BC04 B06Corporate Regulations of BCom 2014 admissions. The Board approved and resolved to
implement the new syllabus.
As per paper read Fourth above, the Faculty of Commerce and Management Studies at its meeting
held on 05-01-2015 vide Item No. 1-j- has approved the Minutes of the Meeting of the BoS in
Commerce(UG) held on 18-11-2014.
As per paper read Fifth above, the Academic Council at its meeting held on 15-01-2015, vide Item
No.II-F has approved the Minutes of the Faculty of Commerce and Management Studies held on
05-01-2015.
Sanction has therefore been accorded to implement the revised syllabus for IVth semester BComBC04 B06-Business Regulatory Frame Work for Companies(CCSS-UG-2013 Admissions) and
BC04B06- Corporate Regulations (CUCBCSS-UG-2014 Admissions) with immediate effect from the
current Fourth semester onwards.
Orders are issued accordingly.
(Revised Syllabi is appended)
Muhammed S
Deputy Registrar
To
The Principals of all affiliated Colleges/ The Controller of Examinations
Copy to-PS to VC/PA to PVC/PA to Registrar/PA to CE/EX Sections/EG-I Section/DR/ARBCom branch/ GA I-F Section/ PRO/Enquiry
System Administrator- with a request to upload the Syllabi in the University Website.
Forwarded / By Order
Section Officer
Revised Syllabus for B. Com 2013 Admissions
BC4BO6 REGULATORY FRAME WORK FOR COMPANIES
Lecture Hours per week : 4
Credits : 4
Objectives :
 To familiarise the students with corporate law and to make them aware of the
importance of corporate governance in the management of organisations.
 To familiarise the students with the Companies Act 2013 and its important
provisions.
Module I
Introduction to Companies Act 2013: Objects of the Act – Salient features of the Act Meaning and definition of company – Features – Kinds of companies: Statutory company
- Registered company – Limited liability company – Unlimited liability company Private company - Public company – Government company – Foreign company – Holding
and Subsidiary companies - One person company – Small company – Association not for
profit - Producer company - Lifting of corporate veil.
05 Hours
Module II
Formation of Companies : Promotion – Promoter - Incorporation – Raising of capital –
Commencement of business – Pre-incorporation and provisional contracts - Documents of
companies : Memorandum of Association: Definition - Contents and alteration - Doctrine
of Ultravires – Articles of Association : Definition - Contents and alteration – Distinction
between Memorandum and Articles - Legal effect of Memorandum and Articles Doctrine of Constructive notice – Doctrine of Indoor management – Prospectus – Contents
– Liabilities for misstatement.
15 Hours
Module III
Share Capital: Kinds of share capital and shares - Issue of shares and modes of issue –
SEBI guidelines regarding public issue - Allotment of shares - Book building - Listing of
shares - Kinds of shares: Equity shares – Preference shares - Sweat equity shares - Bonus
shares - Right shares - Shares with differential voting rights – Employees’ stock option
scheme – Issue of shares at premium and discount - Certificate of shares – Stock - Voting
rights – Calls on shares - Forfeiture and surrender of shares – Buy-back of shares Transfer and transmission of shares – Dematerialisation – Depository - Transfer under
depository system – Debentures – Kinds of debentures.
15 Hours
-1-
Module IV
Management of Companies : Directors: Appointment – Qualification – Disqualification Legal position – Powers - Rights - Duties and liabilities – Removal of directors –
Resident director – Independent director - Key Managerial Personnel – Managing
director, Manager and Company secretary: Appointment - Qualification – Remuneration
- Duties and liabilities - Introduction to Corporate Governance – Need and importance of
Corporate Governance – Corporate social responsibility - Statutory books to be kept Books of accounts of companies - Financial statements.
15 Hours
Module V
Company Meetings : Requisites of a valid meeting - Annual General Meeting – Extra
Ordinary General Meeting – Class meeting - Board meetings – Motions and resolutions.
Winding up and dissolution : Meaning – Modes of winding up – Winding up by Tribunal
- Voluntary winding up – Liquidator: Powers, duties and liabilities – Consequences of
winding up.
10 Hours
Reference Books:
1. Dr. G.K. Kapoor and Sanjay Dhamija, Taxmann Publications (P) Ltd, New Delhi.
2. N.D. KAPOOR : Companies Act 2013, Sulthan Chand and Sons, New Delhi.
3. M.C. Shukla & Gulshan : Principles of Company Law.
4. N.D. Kapoor : Company Law and Secretarial Practice.
5. Mannual of Companies Act, Corporate Laws and SEBI Guidelines”, Bharat Law
House, New Delhi.
6. M.C. Bhandari : Guide to Company Law Procedures.
7. Tuteja : Company Administration and Meetings.
8. S.C. Kuchal : Company Law and Secretarial Practice.
9. Dr. P.N. Reddy and H.R. Appanaiah : Essentials of Company Law and Secretarial
Practice, Himalaya Publishers.
10. M.C. Kuchal : Secretarial Practice.
11. Ashok Bagrial : Secretarial Practice.
-2-
Revised Syllabus for B. Com 2014 Admissions
BC4BO6 CORPORATE REGULATIONS
Lecture Hours per week : 4
Credits : 4
Internal : 20, External : 80
Objectives :
 To familiarise the students with corporate law and to make them aware of the
importance of corporate governance in the management of organisations.
 To familiarise the students with the Companies Act 2013 and its important
provisions.
Module I
Introduction to Companies Act 2013: Objects of the Act – Salient features of the Act Meaning and definition of company – Features – Kinds of companies: Statutory company
- Registered company – Limited liability company – Unlimited liability company Private company - Public company – Government company – Foreign company – Holding
and Subsidiary companies - One person company – Small company – Association not for
profit - Producer company - Lifting of corporate veil.
05 Hours
Module II
Formation of Companies : Promotion – Promoter - Incorporation – Raising of capital –
Commencement of business – Pre-incorporation and provisional contracts - Documents of
companies : Memorandum of Association: Definition - Contents and alteration - Doctrine
of Ultravires – Articles of Association : Definition - Contents and alteration – Distinction
between Memorandum and Articles – Doctrine of Constructive notice – Doctrine of
Indoor management – Prospectus – Contents – Liabilities for misstatement.
15 Hours
Module III
Share Capital: Kinds of share capital and shares - Issue of shares and modes of issue –
SEBI guidelines regarding public issue - Allotment of shares - Book building - Listing of
shares - Kinds of shares: Equity shares – Preference shares - Sweat equity shares - Bonus
shares - Right shares - Shares with differential voting rights – Employees’ stock option
scheme – Issue of shares at premium and discount - Certificate of shares – Stock - Voting
rights – Calls on shares - Forfeiture and surrender of shares – Buy-back of shares Transfer and transmission of shares – Dematerialisation – Depository - Transfer under
depository system – Debentures – Kinds of debentures.
15 Hours
-1-
Module IV
Management of Companies : Directors: Appointment – Qualification – Disqualification Legal position – Powers - Rights - Duties and liabilities – Removal of directors –
Resident director – Independent director - Key Managerial Personnel – Managing
director, Manager and Company secretary: Appointment - Qualification – Remuneration
- Duties and liabilities - Introduction to Corporate Governance – Need and importance of
Corporate Governance – Corporate social responsibility - Statutory books to be kept Books of accounts of companies - Financial statements.
15 Hours
Module V
Company Meetings : Requisites of a valid meeting - Annual General Meeting – Extra
Ordinary General Meeting – Class meeting - Board meetings – Motions and resolutions.
Winding up and dissolution : Meaning – Modes of winding up – Winding up by Tribunal
- Voluntary winding up – Liquidator: Powers, duties and liabilities – Consequences of
winding up.
10 Hours
Reference Books:
3. Dr. G.K. Kapoor and Sanjay Dhamija, Taxmann Publications (P) Ltd, New Delhi.
4. N.D. KAPOOR : Companies Act 2013, Sulthan Chand and Sons, New Delhi.
3. M.C. Shukla & Gulshan : Principles of Company Law.
4. N.D. Kapoor : Company Law and Secretarial Practice.
5. Mannual of Companies Act, Corporate Laws and SEBI Guidelines”, Bharat Law
House, New Delhi.
6. M.C. Bhandari : Guide to Company Law Procedures.
7. Tuteja : Company Administration and Meetings.
8. S.C. Kuchal : Company Law and Secretarial Practice.
9. Dr. P.N. Reddy and H.R. Appanaiah : Essentials of Company Law and Secretarial
Practice, Himalaya Publishers.
10. M.C. Kuchal : Secretarial Practice.
11. Ashok Bagrial : Secretarial Practice.
-2-
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