Meaning of Company, essential characteristics, Forms of Organisations; Corporations, partnerships and other associations of persons, state corporations, government companies, public sector private sector, their-role, functions and accountability of companies.

various clauses – alteration therein –doctrine of ultra vires, Articles of association - Prospectus - issue - contents - liability for misstatements -statement in lieu of prospectus, promoters – position – duties and liabilities.

Meaning – Types - share certificate its objects and effects - transfer of shares. Dividends - payment - capitalization of bonus shares. Director – Qualification and Disqualification – Appointment – Removal –Remuneration – Powers, Duties and Liabilities. Meetings – kinds- procedure – voting. Winding up – Meaning - Modes of Winding Up - Winding up proceedings- appointment of liquidator, powers and duties of official liquidator.

Concept of Corporate Governance , Issues in Corporate Governance, Nature and Evaluation of corporate Governance – Global and National Prospective Business Ethics and Corporate Governance, Why Governance?- Obligations towards various stakeholders Business Standards and Values – Anticipating & Avoiding unethical Consequences Selecting Ethical Goals – Value Orientation of the Firm. Administering & Reporting of Corporate Governance in India – SEBI Regulations – Model; report on Corporate Governance in India.

Corporate governance – Global Practices – Cadbury Report, OECD Committee Recommendations & SEBI Committee Recommendations – Corporate governance Role & responsibilities of Directors and Shareholders. Dilemmas facing directors – Defining Good Corporate Conduct – Increasing Expectation from Directors