Navigating Solutions and Darkness

Organisation:  Collective group of persons engaged in pursuing specified objectives. May be formal or informal.  Formal Organisation Structure:  Structure of jobs and positions with defined functions and relationships. This type of organization is built by management to realize the objectives of an enterprise. Can be classified as under: Line organization  Functional Organization  Line and staff organization  Project Management Organization  Matrix Organization  Line Organization:  Oldest pattern of organization.  Line functions refer to those employees who have direct responsibility for accomplishing the objective of the enterprise.  A supervisor exercises direct supervision over a subordinate and authority flows from the person at the top to the person at the lowest ring  Also known as military or scalar type of organization. It benefits from unified control and undivided loyalty, therefore gaining d...

A process whereby the relevant facts are collected and analyzed, the assumptions and premises are made for the future. In light of these assumptions and premises, a plan of action believed necessary to achieve the desired results is visualized and formulated. It involves choosing the proper course of action from among alternatives and calls for decision making. All other functions of management depend on planning. Furthermore, management is a dynamic process and therefore so is planning - the process is continuous in light of overlapping functions and changing environment. Importance: Makes personnel conscious of enterprise objectives Leads to economy in operations   Precedes control  Precious managerial instrument to provide for the future  Influences efficacy of other managerial functions  Types of Plans: Business plans - a formal statement of: largely enforced business goals the reasons why they are believed attainable  the plan for reachi...

The need for management arises because to maintain effectiveness alongside minimum adverse consequences, group efforts are properly organized, directed and coordinated. The group of people who accept the responsibility of running an organization and directing its activities form the management of that organization. Objectives of management: Achieving maximum output with minimum effort optimum use of resources  maximum prosperity  human betterment and social justice  Schools of management: Empirical approach: Understanding of management develops from the study and analysis of cases and from a comparative approach.  Interpersonal Behaviour Approach: Study of management should be based on interpersonal relations. Group Behaviour Approach: Closely related to the interpersonal behaviour approach, but centred on studying the behavioural pattern of members and groups in an organization.  Decision Theory Approach: Rational decision making is the ...

Entrepreneurship:  The process of making money, earning profits and increasing wealth while posing characteristics such as risk taking, management, leadership and innovation. Elements: Innovation Risk Taking Vision Organising skills  Attaining economic development within the shortest possible time. Characteristics of an entrepreneur: Mental Ability  Business Secrecy Clear Objectives Human Relations Communication Ability Intrapreneurship:  A person within a large corporation who takes direct responsibility for turning an idea into a profitable finished product through assertive risk taking and innovation. Involves a combination of entrepreneurship and management skills. Environment Scanning:   Careful monitoring of an organization's internal and external environments for detecting early signs of opportunities and threats that may influence its current and future plans.  Types of Environmental Scanning: Passive scanning:...

S. 4:  Partnership is the relation between persons who have agreed to share the profits of a business carried on by all or any of them acting for all. Elements of Partnership: At least two persons A relationship arising out of an agreement between two or more persons to do a business. The agreement must be to share the profits of a business. The business must be carried on by all or any of them acting for all.  Mutual agency can be said to be the true test to determine whether something is a partnership. A partnership firm has no legal existence apart from its partners. It isn't a legal entity, nor does it have a separate personality as does a corporation - it merely represents the collective of its partners. A partnership arises through signing of the partnership deed by all partners.  Classification: Particular Partnership:  S. 8:  When two or more persons agree to do business in a particular adventure or undertaking or for a particular per...

Though a company is an entity distinct from its members, it is also composed of its members. These members express the will of the company through resolutions passed at validly held meetings. Members Meetings are of three types: Annual General Meeting (AGM):  An annual event where members get an opportunity to discuss the activities of the company.  S. 96:  Every company other than OPC is required to hold an AGM every year.   Extraordinary General Meeting:  All general meetings other than AGMs - shall be called by the board the board on requisition of shareholders  requisitionists tribunal All business items can be transacted at extraordinary general meetings - special business.  S. 100:  Provisions for holding and calling such meetings.  Class Meeting:  Held by holders of a particular class of shares/ debentures/ or by creditors. Notice of Meeting: Not less than 21 days' clear notice either in writing or electronical...

The term  key managerial personnel  is used to define the executive management - they are the point of first contact between the company and its stakeholders.  Chapter XIII, Companies Act, 2013  read with  Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014  deal with the legal and procedural aspects of appointment of Key Managerial Personnel. S. 2(51): 1. Chief Executive Officer/ Managing Director/ Manager 2. Company Secretary 3. Whole time director 4. Chief Financial Officer 5. Any other officer as may be prescribed. Managing Director S. 2(54):  entrusted with substantial powers of management of the affairs of the company. (Excluding administrative acts of a routine nature when so authorised by the Board such as the power to affix the common seal of hte company to any document or to draw and endorse any cheque on account of the company in any bank or to draw and endorse any negotiable instrument or to sign any cer...

S. 2(34), Companies Act, 2013:  A director appointed to the Board of a company - person appointed to perform the duties and functions of director of a company in accordance with provisions of the Companies Act, 2013. S. 2(10):  Board of Directors:  Collective body of the directors of the company. S. 149(1):  A minimum of 1 director in case of a One Person Company, 2 in case of a private company, and a maximum of 15 directors. More directors may be appointed after a special resolution in General Meeting.  There should be at least one female director appointed. S. 165:  Maximum number of directorships (including alternate directorships) held by a single person is 20. In addition, the number of directorships in public or private companies that are either holding or subsidiary companies of a public company shall be limited to 10. This limit may further reduced through a special resolution. S. 149(3):  Residence of a director in India is compuls...

The process of company formation can be divided into three stages: Promotion Incorporation by Registration Commencement of Business Promotion:  The process of conceiving an idea and developing it into a concrete proposition or project to be accomplished by the incorporation and floatation of the company. The person taking the necessary steps to accomplish these objectives is known as  promoter.  [S. 2(69), Indian Companies Act, 2013]  People in accordance with whose advice, directions or instructions the Board of Directors of the company is accustomed to act  are also treated as promoters.  A director/ officer/ employee who has control over the affairs of the company, directly or indirectly whether as a shareholder, director or otherwise  is considered a promoter. In  Kelner vs. Baxter LR  (1886) 2 CP 174,  it was held that the company couldn't ratify contracts made by a promoter before incorporation. However, specific perf...

Companies can be classified by the manner in which they are limited into: Shares:  A registered company, whether public or private, having  the liability of its members limited by memorandum to the amount, if any, unpaid on the shares  respectively held by them. Guarantee:  A registered company having the liability of its members limited by its memorandum  to such an amount as the members may respectively undertake by the memorandum to contribute to the assets of the company  in the event of its being wound up. Liability here arises only upon winding up, and not while the company is a going concern. Unlimited:   A company not having any limit on the liability of its members.  Maximum liability in such cases can be to the full extent of their properties, to meet the obligations of the company by contributing to its assets. The members are not directly liable to creditors of the firm, unlike in a partnership, but to the company itself. A com...

The concept of  incorporation  involves giving a commercial entity a  separate legal personality.  In the eyes of the law, a company is considered an individual entity with its own agency, ability to own property, and generally conduct itself in matters of business as though it were a human person.  Advantages of incorporation Corporate personality:  A partnership firm has no existence aside from that of its members, but a company is  a distinct legal or juristic person independent of its members. Limited Liability:  In a partnership, each partner is liable to the full extent of their assets for the debts of the partnership. In the case of companies limited by shares, no member is bound to contribute anything more than the nominal value of the shares held by him which remains unpaid.  Perpetual Succession:  The existence or continuity of the company isn't affected by the death or insolvency of individual members. Transferab...

Company vs Partnership Company Partnership Distinct legal person Not distinct from persons who compose it Property belongs to company Property belongs to partners Creditors can proceed against company only Creditors can proceed against partners Members not agents of the company or each other Partners agents of the company and inter se Member of company can contract with firm Partner can’t contract with his firm Shares freely and ordinarily transferable Partner can’t transfer shares without consent of other partners Restrictions in articles bind the public Restrictions on partner’s authority in partnership contract don’t bind outsiders Liability limited by shares or by guarantee Unlimited liability Perpetual succession Death or insolvency of partner dissolves firm unless otherwise provided Any number of members. Private co – 2 – 50 members. Public company – min. 7 members Can’t have more than 100 members Legally required t...

Company:  An association of like minded persons formed for the purpose of carrying on same business or undertaking. May be incorporated or unincorporated. o  Incorporated –  separate person distinct from the individuals constituting it. o  Unincorporated –  mere aggregation of individuals -  Body corporate –  persons composing it are made into one body by incorporation, clothing it with legal personality and turning it into a corporation. - Owes its existence to special act of parliament or companies law - Association of both natural and artificial persons incorporated under the existing law of a country. - Association not for profit acquires corporate life if givens a license. Characteristics 1.  Corporate personality-  Once a company has been validly constituted under the Companies Act, it becomes a legal person distinct from its members, and it is immaterial whether any member has a large or small proportion of the shares, and w...

1 Ab initio From the beginning 2 Ad hoc Not intended to be able to be adapted to other purposes 3 Ad idem To the same thing 4 Ad infinitum To infinity 5 Ad valorem According to value 6 Alter ego A second identity living within a person 7 Amicus curiae Friend of the court 8 Audi alteram partem Hear the other side 9 Bona fide In good faith 10 De facto In fact 11 De jure In law 12 De novo A new 13 Dehors Outside of 14 Ex gratia As a matter of grace or favor 15 Ex officio By virtue of an office 16 Ex parte Expression used to signify something done or said by a person not in presence of his opponent 17 Fait accompli An accomplished fact 18 actus reus Guilty act 19 In personam Against the person 20 In rem Act done or directed with reference to no specific person or with reference to all whom it might concern 21 Inter alia Among other things 22...