In case of Moosa Goolam Arif vs Ebrahim Goolam Arif 1913 after the company was

In case of moosa goolam arif vs ebrahim goolam arif

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In case of Moosa Goolam Arif vs. Ebrahim Goolam Arif (1913), after the company was issued a certificate of incorporation it was found that out of the seven persons who signed the memorandum only two were adults, one of them signing as a guardian of the other five members who were all minors at that time. It was held that the question whether the formation of the company is null and void will not arise, in view of the conclusiveness of the certificate of incorporation once it is issued. The certificate is evidence of compliance of all the requirements as required by the Companies Act. Therefore, the position is firmly established that if a company is born, the only method to get it extinguished is not by assailing its incorporation, but by resorting to the provisions of enactments, which provide for the winding up of companies. Section 35 only prevents the reopening of the matters prior and contemporaneous to the registration and incidental thereto, and places beyond doubt the existence of the company as a legal person. This section does not insulate the company incorporated with illegal objects. Such ‘company’ may be forbidden to carry on any business in furtherance of its illegal objects. Certificate of Commencement of Business A private company or a company not having share capital may commence business and exercise its various powers immediately after it is incorporated. However, a public Master of Finance & Control Copyright  ©  Amity university – India                   Page  146
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AMF 105 BUSINESS ENVIRONMENT & LAW company will have to obtain one more certificate i.e., certificate of commencement of business. Section 149 lays down some restrictions on the commencement of business by a public company having a share capital depending on whether the company has issued a prospectus or not. a. Where the company has issued a prospectus: Section 149(1) provides that if a company having share capital has issued a prospectus, it shall not commence its business or exercise its borrowing powers unless: i. (a) Minimum subscription amount mentioned in the prospectus has been received in cash, (b) Shares have been allotted, and (c) Where the shares are to be listed, listing approval has been obtained from the exchange, ii. Every director has paid the amount due on the shares he has taken or contracted to be taken by him. The director is liable to pay the same proportion payable by the public on application and allotment of the shares, iii. No money is liable to be refunded either due to inadequate number of applications or due to failure in obtaining permission of the stock exchange for dealing in those shares U/S 73 of the Companies Act, 1956 and iv. A duly verified declaration by any one of the directors of the company has been filed with the Registrar stating that all the conditions in (i), (ii), and (iii) above have been fulfilled.
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  • Fall '14
  • KashifKhan
  • Law, Business Law, Amity University, master of finance, Copyright © Amity, Control Copyright

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