Taxmann's Business Laws

Page 1


Preface to Fourteenth Edition I-5

Preface to First Edition I-7

Syllabus I-9

Chapter-Heads I-13

Leading Cases I-29

UNIT 1

GENERAL PRINCIPLES OF THE INDIAN CONTRACT ACT, 1872

CHAPTER 1 INTRODUCTION

CHAPTER 2

NATURE AND KINDS OF CONTRACTS

CHAPTER 3

CHAPTER 4 CONSIDERATION

CHAPTER 5 CAPACITY OF PARTIES

CHAPTER 6 FREE CONSENT

CHAPTER 7

CHAPTER 8

AGREEMENTS EXPRESSLY DECLARED VOID

CHAPTER 9

CONTINGENT CONTRACTS

CHAPTER 10

QUASI CONTRACTS OR CERTAIN RELATIONS RESEMBLING THOSE CREATED BY CONTRACT

UNIT 2

DISCHARGE OF CONTRACT AND REMEDIES FOR BREACH

CHAPTER 11

DISCHARGE OF CONTRACT

CHAPTER 12

REMEDIES FOR BREACH OF CONTRACT

INTRODUCTION TO SPECIAL CONTRACTS

CHAPTER

13

OF INDEMNITY AND GUARANTEE

CHAPTER 14

BAILMENT AND PLEDGE

CHAPTER 15 AGENCY

CHAPTER 16 CONTRACT OF SALE OF GOODS

CHAPTER 17 CONDITIONS AND WARRANTIES

CHAPTER 18 TRANSFER OF PROPERTY

CHAPTER 19

PERFORMANCE OF CONTRACT OF SALE

CHAPTER 20 REMEDIES

CHAPTER 21 AUCTION SALE

UNIT 5

LIMITED LIABILITY PARTNERSHIP ACT, 2008

CHAPTER 22

CHAPTER 23 INCORPORATION OF LIMITED LIABILITY PARTNERSHIP

CHAPTER 24 PARTNERS AND THEIR RELATIONS

CHAPTER 25 FINANCIAL DISCLOSURES

CHAPTER

26 CONVERSION TO LLP

26 Conversion to LLP

Meaning of Unlisted Public Company Legal Provisions for Conversion to LLP

26.1 Legal provisions regarding Conversion to LLP

Notes :

1. Unlisted Public Company.

26.1.1 Provisions of the Act

Conversion from Firm to Limited Liability Partnership

provisions of section 55 Second Schedule

from Private Company to LLP

to LLP

provisions of conversion of provisions of section 56 Third Schedule provisions of conversion of provisions of section 57 Fourth Schedule provisions of conversion of

26.1.2 Eligibility for Conversion

26.1.3 Documents to be Filed for Conversion

Conversion to LLP

1. A statement by all of its partners in Form 17 along with requisite fee containing the following particulars: (i) (ii)

1. A statement by all of its members in Form 18 along with requisite fee containing the following particulars. (i) (ii)

1. A statement by all of its members in Form 18 along with requisite fee containing the following particulars: (i)

(ii)

Following documents have

The statement is to be signed by a designated partner who shall state that

The Statement is to be signed by a designated partner who shall state that of conversion of the

consent

The Statement is to be signed by a designated partner who shall state that respect of conversion of for conversion of the for conversion of the

Business Laws (i) (ii) (iii)

the provisions of the (i) (ii) (iii)

the provisions of the

2. Incorporation document and statement referred to in Section 11.

2. Incorporation document and statement referred to in Section 11.

2. Incorporation document and statement referred to in Section 11.

26.1.4 Certi cation by Registrar

Conversion from Firm to Limited Liability Partnership

Conversion from Private Company to LLP

Conversion from Unlisted Public Company to LLP (a) Registration. (a) Registration. (a) Registration.

Conversion to LLP

(b) Refusal to Register : (b) Refusal to Register : (b) Refusal to Register :

26.1.5 E ects of Registration

Conversion from Firm to Limited Liability Partnership

Conversion from Private Company to LLP

Conversion from Unlisted Public Company to LLP

(1) Existence of LLP.

(2) Transfer of assets and liabilities: (1) Existence of LLP. There

(2) Transfer of assets and liabilities. (1) Existence of LLP. There

(2) Transfer of assets and liabilities.

(3) Dissolution of company. (3) Dissolution of company. The

Business Laws

(4) Registration in relation to property. (4) Registration in relation to property. (4) Registration in relation to property.

(5) Pending proceedings. (5) Pending proceedings. (5) Pending proceedings.

(6) Continuance of conviction, ruling, order or judgement. (6) Continuance of conviction, ruling, order or judgement. (6) Continuance of conviction, ruling, order or judgement.

(7) Existing agreements. (7) Existing agreements. (7) Existing agreements.

(8) Existing contracts. (8) Existing contracts. (8) Existing contracts.

to LLP

(9) Continuance of employment. (9) Continuance of employment. (9) Continuance of employment.

(10) Existing appointment, authority or power.

(10) Existing appointment, authority or power. (10) Existing appointment, authority or power.

(11) Approval, permit or license. (11) Approval, permit or license. (11) Approval, permit or license.

Laws

(12) Partner liable for liabilities and before conversion.

to the preconversion

26.1.6 Notice of conversion in correspondence

Conversion from Firm to Limited Liability Partnership

Conversion from Private Company to LLP

Conversion from Unlisted Public Company to LLP correspondence of the LLP correspondence of the LLP correspondence of the LLP

26.1.7 Penalty

Conversion from Firm to Limited Liability Partnership

If any LLP contravenes with above provision of notice of conversion it shall be punishable with

less than ` 10,000 but which may extend to ` 1,00,000 and

shall not be less than ` 50 but which may extend to R 500 for every day after the default continues.

Conversion from Private Company to LLP

Any LLP which contravenes the above provision of notice of conversion shall be punishable with less than ` 10,000 but which may extend to ` 1,00,000 and

shall not be less than ` 50 but which may extend to ` 500 for every day after the default continues.

Review Questions

Conversion from Unlisted Public Company to LLP

Any LLP which contravenes the above provision of notice of conversion of shall be punishable with less than ` 10,000 but which may extend to ` 1,00,000 and

shall not be less than ` 50 but which may extend to ` 500 for every day after the default continues

[B.Com. (H), Delhi 2011, 2012, 2013, 2015]

2. State the provisions for conversion of a private company into LLP.

[B.Com. Delhi, 2017; B.Com. (H), 2013, 2016]

3. Discuss the steps to be undertaken for conversion of unlisted public company into LLP.

4. Can a Registrar refuse the conversion to an LLP ? If so what is the remedy available to the aggrieved party?

converting entity on conversion to an LLP? then the entity can never be converted to LLP. Do you agree?

(b) a private company into LLP

(c) an unlisted public company into LLP.

8. Is there any legal requirement for the entity who has converted into LLP regarding intimation to the concerned parties?

the LLP Act, 2008.

[B.Com. (H), Delhi, 2023]

BUSINESS LAWS

PUBLISHER : TAXMANN

DATE OF PUBLICATION : JULY 2024

EDITION : 14TH EDITION

ISBN NO : 9789364555616

NO. OF PAGES : 560

BINDING TYPE : PAPERBACK

DESCRIPTION

This comprehensive textbook offers a deep understanding of business-related legal principles with clear explanations, practical examples, detailed case studies, and extensive chapter-end resources. Authored by experienced educators, it meets the highest academic and professional standards.

Designed for B.Com. (Hons.)/B.Com. Core Papers BCH: DSC 1.2 & BC: DSC 1.2, and based on the UGCF for the University of Delhi, NCWEB, and SOL, it is also valuable for BBA, MBA, CA-Intermediate, and other professional courses.

The Present Publication is the 14th Edition, authored by Bhushan Kumar Goyal and Dr Kinneri Jain, with the following noteworthy features:

• [Comprehensive Coverage] Essential legal rules and principles with detailed illustrations from Indian and English jurisprudence

• [In-Depth Court Case Explanations] Detailed analysis of legal precedents to enhance understanding

• [Extensive Chapter-End Resources] Theoretical, true/false, and multiple-choice questions, plus practical problems

• [Leading Cases Summarized] Quick reference summaries at the beginning of each chapter

• [Latest Legal Provisions] Includes updates from the Insolvency and Bankruptcy Code, 2016

• [User-Friendly Layout] Distinctions and comparisons in tabular form

• [Experienced Authorship] Reflects deep subject knowledge and pedagogical soundness

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