SlideShare ist ein Scribd-Unternehmen logo
1 von 46
Group ”C”Group ”C”
Shoaib Manzoor 23
Farhan Sajid 13
Ali Raza 34
Ali Hassan 35
Azam Bhutta 06
FORMATION OF AFORMATION OF A
COMPANYCOMPANY
STAGES OF FORMATION OF A COMPANY
 Promotion
 Incorporation
 Raising share capital.
 Certificate of commencement.
1. PROMOTION STAGE INCLUDES
 Professional Promoters.
 Part time Promoters.
 Promoters.
2.INCORPORATION STAGE
Nominal Capital
Total amount of company’s capital
List of Directors
Director’s names and addresses
Qualification Shares
Minimum requirement
Consent of Directors
A written agreement
Declaration
Registration of the company
3. RAISING OF SHARE CAPITAL
Entering onto an agreement with underwriters.
Applying to the stock exchange for listing of
shares.
Issue of prospectus inviting public to subscribe.
Allotting shares.
4. Certificate of Commencement4. Certificate of Commencement
Minimum Subscriptions
No. of shares collected to start
Prospectus
Documentation of a company
Qualification Shares
Shares that directors purchased
Declaration
Written statement
Memorandum of AssociationMemorandum of Association
• The Name of a Company
• Location of Head office
• Liability of members
• Capital of the company
• Subscription clause
Alteration in Memorandum ofAlteration in Memorandum of
AssociationAssociation
Articles of Association
 Capital
 Sales of shares
 Commission on sales of shares
 Transfer of shares
 Conversion into stock
 Alternation in Capital
 Appointment of directors
 Rights and Duties of Directors
 Company’s meeting
 Voting rights
 Appointment of Employees
 Winding up of a company
Distinction betweenDistinction between
Memorandum of associationMemorandum of association
and articleand article
Farhan Sajid
Roll No 13
Determine Scope of company
and relation ship with Outsiders.
Statement by which internal affairs
of company are managed.
Meaning:
Memorandum Articles
Objects:
Lays down the objectives of
company.
Determine method by which the
goals of company are achieved.
It is compulsory to Submit
memorandum for registration of
company.
If not submitted provision of table A of
company ordinance will become
automatically applicable
Registration:
Memorandum Articles
Relationship:
It determine relation of company
with outsiders.
It determine relation B/W members and
management of company.
It is constitution of company so
its more important.
It is document of company’s
internal regulation so it is less
important.
Importance:
Memorandum Articles
Alteration:
Once registered it can not be
changed except legal formalities.
It is company’s internal document so
it can be changed any time.
Principal document(subordinate
of Company’s Ordinance) of
company so it can not contain
contrary things.
AOA is subordinate of
memorandum.
Subordinate:
Memorandum Articles
No.Of Clauses:
Usually Contain 6(Six) Clauses. According to company’s
ordinance 1984 it should
contain near 85 clauses.
Any act beyond the scope of
memorandum is treated as
illegal.
Any act beyond the scope of
Article is Not illegal except
through resolution.
Legal Affects:
Memorandum Articles
Nature:
Agreement B/W company and
outsiders.
Agreement B/W company and
its employs and shareholders.
Prospectus of Company
Prospectus is defined according to section 2(29) of company’s
Ordinance 1984. Basically It is document which introduce company
with public, invites applications for shares and investors.
Objectives and contents of
Prospectus.
1->Content of memorandum:
Prospectus have all contents of memorandum like name or location of company etc..
2->Names of Signatories:
Info of those who have signed memorandum.
3->Description of business:
Company’s plans for past and future are mentioned like expansion of business.
4->Name of Management:
Info of directors, chief executive, directors or other authorities are given.
8->Timing of subscription:
The date time of opening and closing of share subscription.
9->Right Issues:
Who have rights for what.
10->Allotment other than cash:
Number of shares issued or agreed to issue other than cash within two years.
11->Share at difference price:
Difference in price of share and why this difference is caused.
7->Minimum subscription:
Minimum subscription of signatories of memorandum before offering share to general public.
ALI RAZA
ROLL NO 34
Purchase of Property:
The brief description of the property
purchased by the company within two
preceding years; the names addresses of
the vendors and the amount paid or
payable.
Preliminary Expenses:
The actual or estimated amount of
preliminary expenses and the person by
whom those expenses have been paid or
payable.
Payment to promoters:
Any amount or benefit paid or given to any
promoter or officer of the company within
two preceding years or is intended to be
paid or given is also stated in the
prospectus.
Auditors and Advisors:
The names and addresses of the auditors
and legal advisors of the company are also
given in prospectus.
Interest of Directors:
The full particulars of the nature and extent
of the interest within two years of the data
of prospectus.
Right of Voting:
The right of voting at meeting of the
company conferred by, and the right in
respect of capital and dividends attached to
shares are also stated.
Nature of Restrictions:
The nature and extent of restrictions, if any,
imposed by articles of association
regarding the voting rights.
Length of Business:
If the company has already been carrying
on business, the length of time during
which the business of the company has
been carried on.
Capitalization of Funds:
Time and Place of Inspection:
A reasonable time and place at which the
copies of all balance sheets and profit and
loss accounts of the company on which
auditor report is based is also mentioned.
If any reserve or profit of the company
or its subsidiary has been capitalized,
the particulars of such capitalized are
also given.
Principal Purposes:
Pending Cases:
Pending legal proceeding which is not of
ordinary routine matter, in which company
or any its subsidiaries is a party.
The principal for which the net
proceeds of the issue has been used
or intended to be used for each such
purpose.
Auditors Report:
It contain audit of company with respect to profit
loss assets etc. for the each of the last five
years mentioned in prospectus
SOURCES OF COMPANY FINANCE:
No business can run without finance.
It is needed at every step business
activity. the main sources of
company finance are follows:
(a)By issue of shares,
(b) by incorporating
savings
(c) by issuing
debentures
Share Capital:
The amount of funds invested into
the business by its owners is known
as capital, owners investment or
owners equity.
KINDS OF CAPITAL:
Authorized Capital:
The maximum limit of capital with which
company is registered is known as nominal
capital.
Issued Capital:
Issued capital is that part of the
authorized capital which company
has offered to the general public for
sale.
Subscribed Capital:
The subscribed capital is that part of the
issued capital for which people has applied to
purchase.
Called up Capital:
The called up capital is that part of
subscribed capital which is called
from the subscribers.
Paid up Capital:
The paid up capital is that part of called up
capital which is actually paid by the
shareholders.
Reserved Capital:
The reserved capital is that part of uncalled
capital which is only payable at the time of
winding up of the company.
Shares of companyShares of company
Ali Hassan
Roll No 35
SHARES
Total Capital of a company is divided into small units
of nominal value and each unit is known as share
persons who purchase the share called
shareholders.
Kinds of Share
1-> Preference share.
2-> Ordinary share.
3->Deferred share.
Preference share
These are the shares which have some preferential
rights over other kinds share. Profit rate is fixed.
Characteristics
1->Its has preference as to divide.
2->It is callable at the option of the corporation.
3->It has no voting Power.
4->It can be converted into Common stock.
Types of Preference
shares(Stock)
1->Cumulative Preference share:
2->Non Cumulative Preference share:
3->Convertible Preference Share:
Types of Preference
shares(Stock)
4->Non-Convertible Preference share.
5->Participating preference share.
6->Non-participating preference share.
Ordinary Shares
Common shareholders are the persons who are the real
owners of the business. These are the share on which rate of
dividend is not fixed and it is paid only when the preference
share holders got their profit.
Characteristics of OS
1-> ordinary share holders are treated as real owner of company.
2->They have voting rights.
3->They have dividend at declared rate which is not fixed.
4->They have right to purchase a proportionate number of shares
of any additional Issuance(preemptive right/right issue.)
Deferred Shares
These are the shares which are commonly issued to the promoters.
These are also known as Promoters shares. Company ordinance
does not allow issuance of these shares in Pakistan
Underwriting Commission
The section 82 of the ordinance allows the company to contract with
any person or institution to work as an agent of the company for the
sale of its shares. The company pays commission as reward for his
services.
Condition Underwriting
Commission
1-> The rate of commission must be in accordance with the articles of
association.
2->The rate of commission and its payment has been declared in
prospectus if the share are offered to general public.
Thank You
Thank You

Weitere ähnliche Inhalte

Was ist angesagt?

Main provisions of companies act 1956
Main provisions of companies act 1956Main provisions of companies act 1956
Main provisions of companies act 1956
Ankur Yadav
 
Inland Diversified Investor Presentation 8 27 09
Inland Diversified Investor Presentation 8 27 09Inland Diversified Investor Presentation 8 27 09
Inland Diversified Investor Presentation 8 27 09
gflahardy
 
New Companies Act 2013 highlights
New Companies Act 2013 highlightsNew Companies Act 2013 highlights
New Companies Act 2013 highlights
ANAND GAWADE
 
Allotment of shares total
Allotment of shares totalAllotment of shares total
Allotment of shares total
videoaakash15
 

Was ist angesagt? (20)

Llb ii cl u 2.1 promoters and shares
Llb ii cl u 2.1 promoters and sharesLlb ii cl u 2.1 promoters and shares
Llb ii cl u 2.1 promoters and shares
 
Companies act for entrepreneurs
Companies act for entrepreneursCompanies act for entrepreneurs
Companies act for entrepreneurs
 
Main provisions of companies act 1956
Main provisions of companies act 1956Main provisions of companies act 1956
Main provisions of companies act 1956
 
Inland Diversified Investor Presentation 8 27 09
Inland Diversified Investor Presentation 8 27 09Inland Diversified Investor Presentation 8 27 09
Inland Diversified Investor Presentation 8 27 09
 
Company act
Company actCompany act
Company act
 
Pubic+Issue+By
Pubic+Issue+ByPubic+Issue+By
Pubic+Issue+By
 
Long term sources of finance
Long term sources of financeLong term sources of finance
Long term sources of finance
 
Investment Vehicles - SICARs
Investment Vehicles - SICARsInvestment Vehicles - SICARs
Investment Vehicles - SICARs
 
Voting Rights of Shareholders
Voting Rights of Shareholders Voting Rights of Shareholders
Voting Rights of Shareholders
 
Companies Act, 2013
Companies Act, 2013Companies Act, 2013
Companies Act, 2013
 
New Companies Act 2013 highlights
New Companies Act 2013 highlightsNew Companies Act 2013 highlights
New Companies Act 2013 highlights
 
Issue of Capital
Issue of CapitalIssue of Capital
Issue of Capital
 
Company Accounts
Company AccountsCompany Accounts
Company Accounts
 
Companies act,1956
Companies act,1956Companies act,1956
Companies act,1956
 
Allotment of shares total
Allotment of shares totalAllotment of shares total
Allotment of shares total
 
Ipo process, how price band determined, role of merchant banker & underwriter
Ipo process, how price band determined, role of merchant banker & underwriterIpo process, how price band determined, role of merchant banker & underwriter
Ipo process, how price band determined, role of merchant banker & underwriter
 
Issue of shares
Issue of sharesIssue of shares
Issue of shares
 
Corporate Accounting
Corporate AccountingCorporate Accounting
Corporate Accounting
 
Indian depository receipt(IDR)
Indian depository receipt(IDR) Indian depository receipt(IDR)
Indian depository receipt(IDR)
 
Difference between a public and a private company under Companies Act, 2013
Difference between a public and a private company under Companies Act, 2013Difference between a public and a private company under Companies Act, 2013
Difference between a public and a private company under Companies Act, 2013
 

Ähnlich wie Formation of a Company

Advance Accounting b.com part 2 chapter 1 notes
Advance Accounting b.com part 2 chapter 1 notes Advance Accounting b.com part 2 chapter 1 notes
Advance Accounting b.com part 2 chapter 1 notes
Mehar Irfan
 
Cl cia formation of a company
Cl cia formation of a companyCl cia formation of a company
Cl cia formation of a company
Pratik Jain
 
The companies-act-1956-ppt-
The companies-act-1956-ppt-The companies-act-1956-ppt-
The companies-act-1956-ppt-
Indrajeet Kamble
 
ppt right of share holders
ppt right of share holdersppt right of share holders
ppt right of share holders
Anshu Kumar
 
Formation of a company
Formation of a companyFormation of a company
Formation of a company
guptakanika16
 
Formation of a company
Formation of a companyFormation of a company
Formation of a company
guptakanika16
 

Ähnlich wie Formation of a Company (20)

companylaw-uwsb-130703063059-phpapp01 (1).pdf
companylaw-uwsb-130703063059-phpapp01 (1).pdfcompanylaw-uwsb-130703063059-phpapp01 (1).pdf
companylaw-uwsb-130703063059-phpapp01 (1).pdf
 
Company law uwsb
Company law   uwsbCompany law   uwsb
Company law uwsb
 
Formation of company
Formation of companyFormation of company
Formation of company
 
Chapter 1
Chapter  1Chapter  1
Chapter 1
 
Advance Accounting b.com part 2 chapter 1 notes
Advance Accounting b.com part 2 chapter 1 notes Advance Accounting b.com part 2 chapter 1 notes
Advance Accounting b.com part 2 chapter 1 notes
 
Company's act 1956 (part 2)
Company's act 1956 (part   2)Company's act 1956 (part   2)
Company's act 1956 (part 2)
 
Bl pers. g 9
Bl pers. g 9Bl pers. g 9
Bl pers. g 9
 
Business and share capital
Business and share capitalBusiness and share capital
Business and share capital
 
Corporate Entities.pptx
Corporate Entities.pptxCorporate Entities.pptx
Corporate Entities.pptx
 
formation of a company
formation of a companyformation of a company
formation of a company
 
Cl cia formation of a company
Cl cia formation of a companyCl cia formation of a company
Cl cia formation of a company
 
The companies-act-1956-ppt-
The companies-act-1956-ppt-The companies-act-1956-ppt-
The companies-act-1956-ppt-
 
Business law company act 1956
Business law company act 1956Business law company act 1956
Business law company act 1956
 
ppt right of share holders
ppt right of share holdersppt right of share holders
ppt right of share holders
 
Formation of a company
Formation of a companyFormation of a company
Formation of a company
 
Formation of a company
Formation of a companyFormation of a company
Formation of a company
 
Companies act, 2013
Companies act, 2013Companies act, 2013
Companies act, 2013
 
FORMATION OF A COMPANY.pptx
FORMATION OF A COMPANY.pptxFORMATION OF A COMPANY.pptx
FORMATION OF A COMPANY.pptx
 
Share Capital
	Share Capital	Share Capital
Share Capital
 
Business basics ppt
Business basics pptBusiness basics ppt
Business basics ppt
 

Mehr von oDesk (6)

Multiprocessor Scheduling
Multiprocessor SchedulingMultiprocessor Scheduling
Multiprocessor Scheduling
 
1G, 2G, 3G, 4G, 5G. Best topic for telecom presentation
1G, 2G, 3G, 4G, 5G. Best topic for telecom presentation1G, 2G, 3G, 4G, 5G. Best topic for telecom presentation
1G, 2G, 3G, 4G, 5G. Best topic for telecom presentation
 
Online Testing (Examination) System
Online Testing (Examination) SystemOnline Testing (Examination) System
Online Testing (Examination) System
 
Global Warming (full topic, Causes, impacts,Solution etc.)
Global Warming (full topic, Causes, impacts,Solution etc.)Global Warming (full topic, Causes, impacts,Solution etc.)
Global Warming (full topic, Causes, impacts,Solution etc.)
 
Customer Relationship Management
Customer Relationship  ManagementCustomer Relationship  Management
Customer Relationship Management
 
Sorting (Bubble,Merge,Selection sort)
Sorting (Bubble,Merge,Selection sort)Sorting (Bubble,Merge,Selection sort)
Sorting (Bubble,Merge,Selection sort)
 

Kürzlich hochgeladen

0183760ssssssssssssssssssssssssssss00101011 (27).pdf
0183760ssssssssssssssssssssssssssss00101011 (27).pdf0183760ssssssssssssssssssssssssssss00101011 (27).pdf
0183760ssssssssssssssssssssssssssss00101011 (27).pdf
Renandantas16
 
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service BangaloreCall Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
amitlee9823
 
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
lizamodels9
 
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
amitlee9823
 
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
lizamodels9
 

Kürzlich hochgeladen (20)

0183760ssssssssssssssssssssssssssss00101011 (27).pdf
0183760ssssssssssssssssssssssssssss00101011 (27).pdf0183760ssssssssssssssssssssssssssss00101011 (27).pdf
0183760ssssssssssssssssssssssssssss00101011 (27).pdf
 
Dr. Admir Softic_ presentation_Green Club_ENG.pdf
Dr. Admir Softic_ presentation_Green Club_ENG.pdfDr. Admir Softic_ presentation_Green Club_ENG.pdf
Dr. Admir Softic_ presentation_Green Club_ENG.pdf
 
Mondelez State of Snacking and Future Trends 2023
Mondelez State of Snacking and Future Trends 2023Mondelez State of Snacking and Future Trends 2023
Mondelez State of Snacking and Future Trends 2023
 
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service BangaloreCall Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
Call Girls Hebbal Just Call 👗 7737669865 👗 Top Class Call Girl Service Bangalore
 
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
Russian Call Girls In Gurgaon ❤️8448577510 ⊹Best Escorts Service In 24/7 Delh...
 
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
Call Girls Jp Nagar Just Call 👗 7737669865 👗 Top Class Call Girl Service Bang...
 
Uneak White's Personal Brand Exploration Presentation
Uneak White's Personal Brand Exploration PresentationUneak White's Personal Brand Exploration Presentation
Uneak White's Personal Brand Exploration Presentation
 
Famous Olympic Siblings from the 21st Century
Famous Olympic Siblings from the 21st CenturyFamous Olympic Siblings from the 21st Century
Famous Olympic Siblings from the 21st Century
 
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
Call Girls From Pari Chowk Greater Noida ❤️8448577510 ⊹Best Escorts Service I...
 
How to Get Started in Social Media for Art League City
How to Get Started in Social Media for Art League CityHow to Get Started in Social Media for Art League City
How to Get Started in Social Media for Art League City
 
RSA Conference Exhibitor List 2024 - Exhibitors Data
RSA Conference Exhibitor List 2024 - Exhibitors DataRSA Conference Exhibitor List 2024 - Exhibitors Data
RSA Conference Exhibitor List 2024 - Exhibitors Data
 
BAGALUR CALL GIRL IN 98274*61493 ❤CALL GIRLS IN ESCORT SERVICE❤CALL GIRL
BAGALUR CALL GIRL IN 98274*61493 ❤CALL GIRLS IN ESCORT SERVICE❤CALL GIRLBAGALUR CALL GIRL IN 98274*61493 ❤CALL GIRLS IN ESCORT SERVICE❤CALL GIRL
BAGALUR CALL GIRL IN 98274*61493 ❤CALL GIRLS IN ESCORT SERVICE❤CALL GIRL
 
It will be International Nurses' Day on 12 May
It will be International Nurses' Day on 12 MayIt will be International Nurses' Day on 12 May
It will be International Nurses' Day on 12 May
 
Value Proposition canvas- Customer needs and pains
Value Proposition canvas- Customer needs and painsValue Proposition canvas- Customer needs and pains
Value Proposition canvas- Customer needs and pains
 
Call Girls Service In Old Town Dubai ((0551707352)) Old Town Dubai Call Girl ...
Call Girls Service In Old Town Dubai ((0551707352)) Old Town Dubai Call Girl ...Call Girls Service In Old Town Dubai ((0551707352)) Old Town Dubai Call Girl ...
Call Girls Service In Old Town Dubai ((0551707352)) Old Town Dubai Call Girl ...
 
Cracking the Cultural Competence Code.pptx
Cracking the Cultural Competence Code.pptxCracking the Cultural Competence Code.pptx
Cracking the Cultural Competence Code.pptx
 
VVVIP Call Girls In Greater Kailash ➡️ Delhi ➡️ 9999965857 🚀 No Advance 24HRS...
VVVIP Call Girls In Greater Kailash ➡️ Delhi ➡️ 9999965857 🚀 No Advance 24HRS...VVVIP Call Girls In Greater Kailash ➡️ Delhi ➡️ 9999965857 🚀 No Advance 24HRS...
VVVIP Call Girls In Greater Kailash ➡️ Delhi ➡️ 9999965857 🚀 No Advance 24HRS...
 
Forklift Operations: Safety through Cartoons
Forklift Operations: Safety through CartoonsForklift Operations: Safety through Cartoons
Forklift Operations: Safety through Cartoons
 
A DAY IN THE LIFE OF A SALESMAN / WOMAN
A DAY IN THE LIFE OF A  SALESMAN / WOMANA DAY IN THE LIFE OF A  SALESMAN / WOMAN
A DAY IN THE LIFE OF A SALESMAN / WOMAN
 
The Path to Product Excellence: Avoiding Common Pitfalls and Enhancing Commun...
The Path to Product Excellence: Avoiding Common Pitfalls and Enhancing Commun...The Path to Product Excellence: Avoiding Common Pitfalls and Enhancing Commun...
The Path to Product Excellence: Avoiding Common Pitfalls and Enhancing Commun...
 

Formation of a Company

  • 1.
  • 2. Group ”C”Group ”C” Shoaib Manzoor 23 Farhan Sajid 13 Ali Raza 34 Ali Hassan 35 Azam Bhutta 06
  • 3. FORMATION OF AFORMATION OF A COMPANYCOMPANY
  • 4. STAGES OF FORMATION OF A COMPANY  Promotion  Incorporation  Raising share capital.  Certificate of commencement.
  • 5. 1. PROMOTION STAGE INCLUDES  Professional Promoters.  Part time Promoters.  Promoters.
  • 6. 2.INCORPORATION STAGE Nominal Capital Total amount of company’s capital List of Directors Director’s names and addresses Qualification Shares Minimum requirement Consent of Directors A written agreement Declaration Registration of the company
  • 7. 3. RAISING OF SHARE CAPITAL Entering onto an agreement with underwriters. Applying to the stock exchange for listing of shares. Issue of prospectus inviting public to subscribe. Allotting shares.
  • 8. 4. Certificate of Commencement4. Certificate of Commencement Minimum Subscriptions No. of shares collected to start Prospectus Documentation of a company Qualification Shares Shares that directors purchased Declaration Written statement
  • 9. Memorandum of AssociationMemorandum of Association • The Name of a Company • Location of Head office • Liability of members • Capital of the company • Subscription clause
  • 10. Alteration in Memorandum ofAlteration in Memorandum of AssociationAssociation Articles of Association  Capital  Sales of shares  Commission on sales of shares  Transfer of shares  Conversion into stock  Alternation in Capital  Appointment of directors  Rights and Duties of Directors
  • 11.  Company’s meeting  Voting rights  Appointment of Employees  Winding up of a company
  • 12. Distinction betweenDistinction between Memorandum of associationMemorandum of association and articleand article Farhan Sajid Roll No 13
  • 13. Determine Scope of company and relation ship with Outsiders. Statement by which internal affairs of company are managed. Meaning: Memorandum Articles Objects: Lays down the objectives of company. Determine method by which the goals of company are achieved.
  • 14. It is compulsory to Submit memorandum for registration of company. If not submitted provision of table A of company ordinance will become automatically applicable Registration: Memorandum Articles Relationship: It determine relation of company with outsiders. It determine relation B/W members and management of company.
  • 15. It is constitution of company so its more important. It is document of company’s internal regulation so it is less important. Importance: Memorandum Articles Alteration: Once registered it can not be changed except legal formalities. It is company’s internal document so it can be changed any time.
  • 16. Principal document(subordinate of Company’s Ordinance) of company so it can not contain contrary things. AOA is subordinate of memorandum. Subordinate: Memorandum Articles No.Of Clauses: Usually Contain 6(Six) Clauses. According to company’s ordinance 1984 it should contain near 85 clauses.
  • 17. Any act beyond the scope of memorandum is treated as illegal. Any act beyond the scope of Article is Not illegal except through resolution. Legal Affects: Memorandum Articles Nature: Agreement B/W company and outsiders. Agreement B/W company and its employs and shareholders.
  • 18. Prospectus of Company Prospectus is defined according to section 2(29) of company’s Ordinance 1984. Basically It is document which introduce company with public, invites applications for shares and investors.
  • 19. Objectives and contents of Prospectus. 1->Content of memorandum: Prospectus have all contents of memorandum like name or location of company etc.. 2->Names of Signatories: Info of those who have signed memorandum. 3->Description of business: Company’s plans for past and future are mentioned like expansion of business. 4->Name of Management: Info of directors, chief executive, directors or other authorities are given.
  • 20. 8->Timing of subscription: The date time of opening and closing of share subscription. 9->Right Issues: Who have rights for what. 10->Allotment other than cash: Number of shares issued or agreed to issue other than cash within two years. 11->Share at difference price: Difference in price of share and why this difference is caused. 7->Minimum subscription: Minimum subscription of signatories of memorandum before offering share to general public.
  • 22. Purchase of Property: The brief description of the property purchased by the company within two preceding years; the names addresses of the vendors and the amount paid or payable. Preliminary Expenses: The actual or estimated amount of preliminary expenses and the person by whom those expenses have been paid or payable.
  • 23. Payment to promoters: Any amount or benefit paid or given to any promoter or officer of the company within two preceding years or is intended to be paid or given is also stated in the prospectus. Auditors and Advisors: The names and addresses of the auditors and legal advisors of the company are also given in prospectus.
  • 24. Interest of Directors: The full particulars of the nature and extent of the interest within two years of the data of prospectus. Right of Voting: The right of voting at meeting of the company conferred by, and the right in respect of capital and dividends attached to shares are also stated.
  • 25. Nature of Restrictions: The nature and extent of restrictions, if any, imposed by articles of association regarding the voting rights. Length of Business: If the company has already been carrying on business, the length of time during which the business of the company has been carried on.
  • 26. Capitalization of Funds: Time and Place of Inspection: A reasonable time and place at which the copies of all balance sheets and profit and loss accounts of the company on which auditor report is based is also mentioned. If any reserve or profit of the company or its subsidiary has been capitalized, the particulars of such capitalized are also given.
  • 27. Principal Purposes: Pending Cases: Pending legal proceeding which is not of ordinary routine matter, in which company or any its subsidiaries is a party. The principal for which the net proceeds of the issue has been used or intended to be used for each such purpose.
  • 28. Auditors Report: It contain audit of company with respect to profit loss assets etc. for the each of the last five years mentioned in prospectus
  • 29. SOURCES OF COMPANY FINANCE: No business can run without finance. It is needed at every step business activity. the main sources of company finance are follows: (a)By issue of shares, (b) by incorporating savings (c) by issuing debentures
  • 30. Share Capital: The amount of funds invested into the business by its owners is known as capital, owners investment or owners equity. KINDS OF CAPITAL: Authorized Capital: The maximum limit of capital with which company is registered is known as nominal capital.
  • 31. Issued Capital: Issued capital is that part of the authorized capital which company has offered to the general public for sale. Subscribed Capital: The subscribed capital is that part of the issued capital for which people has applied to purchase.
  • 32. Called up Capital: The called up capital is that part of subscribed capital which is called from the subscribers. Paid up Capital: The paid up capital is that part of called up capital which is actually paid by the shareholders.
  • 33. Reserved Capital: The reserved capital is that part of uncalled capital which is only payable at the time of winding up of the company.
  • 34. Shares of companyShares of company Ali Hassan Roll No 35
  • 35. SHARES Total Capital of a company is divided into small units of nominal value and each unit is known as share persons who purchase the share called shareholders.
  • 36. Kinds of Share 1-> Preference share. 2-> Ordinary share. 3->Deferred share.
  • 37. Preference share These are the shares which have some preferential rights over other kinds share. Profit rate is fixed.
  • 38. Characteristics 1->Its has preference as to divide. 2->It is callable at the option of the corporation. 3->It has no voting Power. 4->It can be converted into Common stock.
  • 39. Types of Preference shares(Stock) 1->Cumulative Preference share: 2->Non Cumulative Preference share: 3->Convertible Preference Share:
  • 40. Types of Preference shares(Stock) 4->Non-Convertible Preference share. 5->Participating preference share. 6->Non-participating preference share.
  • 41. Ordinary Shares Common shareholders are the persons who are the real owners of the business. These are the share on which rate of dividend is not fixed and it is paid only when the preference share holders got their profit.
  • 42. Characteristics of OS 1-> ordinary share holders are treated as real owner of company. 2->They have voting rights. 3->They have dividend at declared rate which is not fixed. 4->They have right to purchase a proportionate number of shares of any additional Issuance(preemptive right/right issue.)
  • 43. Deferred Shares These are the shares which are commonly issued to the promoters. These are also known as Promoters shares. Company ordinance does not allow issuance of these shares in Pakistan
  • 44. Underwriting Commission The section 82 of the ordinance allows the company to contract with any person or institution to work as an agent of the company for the sale of its shares. The company pays commission as reward for his services.
  • 45. Condition Underwriting Commission 1-> The rate of commission must be in accordance with the articles of association. 2->The rate of commission and its payment has been declared in prospectus if the share are offered to general public.