Formation[ edit ] At common law, the elements of a contract are offer, acceptance, intention to create legal relations, and consideration. Not all agreements are necessarily contractual, as the parties generally must be deemed to have an intention to be legally bound. A so-called gentlemen's agreement is one which is not intended to be legally enforceable, and "binding in honour only". Offer and acceptance and Meeting of the minds In order for a contract to be formed, the parties must reach mutual assent also called a meeting of the minds.
The most commonly used corporate form is the limited company, unlimited companies being relatively uncommon. A company is formed by registering the Memorandum and Articles of Association with the State Registrar of Companies of the state in which the main office is to be located.
Foreign companies engaged in manufacturing and trading activities abroad are permitted by the Reserve Bank of India to open branch offices in India for the purpose of carrying on the following activities in India: To conduct research work in which the parent company is engaged provided the results of the research work are made available to Indian companies to undertake export and import trading activities to promote possible technical and financial collaboration between Indian companies and overseas companies.
A foreign investor need not have a local partner, whether or not the foreigner wants to hold full equity of the company. The portion of the equity thus not held by the foreign investor can be offered to the public. This approval is provided subject to certain conditions: Further, the last words in the name are required to be "Private Ltd.
The application should mention at least four suitable names of the proposed company, in order of preference. In the case of a private limited company, the name of the company should end with the words "Private Limited" as the last words.
In case of a public limited company, the name of the company should end with the word "Limited" as the last word.
The ROC generally informs the applicant within seven days from the date of submission of the application, whether or not any of the names applied for is available.
Once a name is approved, it is valid for a period of six months, within which time Memorandum of Association and Articles of Association together with miscellaneous documents should be filed.
If one is unable to do so, an application may be made for renewal of name by paying additional fees.
After obtaining the name approval, it normally takes approximately two to three weeks to incorporate a company depending on where the company is registered. Memorandum and Articles The Memorandum of Association and Articles of Association are the most important documents to be submitted to the ROC for the purpose of incorporation of a company.
The Memorandum of Association is a document that sets out the constitution of the company. It contains, amongst others, the objectives and the scope of activity of the company besides also defining the relationship of the company with the outside world.
The Articles of Association contain the rules and regulations of the company for the management of its internal affairs. While the Memorandum specifies the objectives and purposes for which the Company has been formed, the Articles lay down the rules and regulations for achieving those objectives and purposes.
The ROC will give the certificate of incorporation after the required documents are presented along with the requisite registration fee, which is scaled according to the share capital of the company, as stated in its Memorandum.
A private company can commence business on receipt of its certificate of incorporation. A public company has the option of inviting the public for subscription to its share capital. Accordingly, the company has to issue a prospectus, which provides information about the company to potential investors.
The Companies Act specifies the information to be contained in the prospectus.
The prospectus has to be filed with the ROC before it can be issued to the public. In case the company decides not to approach the public for the necessary capital and obtains it privately, it can file a "Statement in Lieu of Prospectus" with the ROC.
The company can commence business immediately after it receives this certificate. Certificate of Incorporation After the duly stamped Memorandum of Association and Articles of Association, documents and forms are filed and the filing fees are paid, the ROC scrutinizes the documents and, if necessary, instructs the authorised person to make necessary corrections.UPDATE: The Law and Legal Research in Lesotho By Itumeleng Shale Itumeleng Shale is a lecturer and researcher at the National University of Lesotho.
She holds an LLB from the National University of Lesotho and an LLM in Human Rights and Democratisation in Africa from the Centre for Human Rights University of Pretoria.
To register your company click here Click here To Contact Us Download ROC Forms - Scroll Down - Bare Acts & Judgments Forming A Company In India The Companies Act of sets down rules for the establishment of both public and private companies.
16) The writer offers some preventive advice that addresses the possibility of future legal claims and also addresses extra-legal factors--cost and time. 17) The writer . A contract is a promise or set of promises that are legally enforceable and, if violated, allow the injured party access to legal remedies.
Contract law recognises and governs the rights and duties arising from agreements. In the Anglo-American common law, formation of a contract generally requires an offer, acceptance, consideration, and a mutual intent to be bound.
Corresponding provisions of the English Companies Act, Sections 42, and Applicability: This provision is applicable to companies incorporated for promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object.
Here's a simple way to leave objects to loved ones. What You Can—and Cannot—Leave in a Property Memorandum. You can use a property memorandum with your will for items of tangible personal property, which includes.