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Term Paper Law Steel Sector

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    Term Paper of CBL

    On

    HOW TO INCORPORATE A NEW

    STEEL COMPANY

    Submitted to Lovely Professional University

    Submitted To: Submitted by:

    Mr.AMARJIT SAINI

    JATINDER SINGH

    LSB

    RS1902 A-18

    10900447

    MBA 1 st Sem

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    ACKNOWLEDGEMENT

    I feel immense pleasure to give the credit of my term paper notonly one individual as this work is integrated effort of all thosewho concerned with it. I want to owe my thanks to all thoseindividuals who guided me to move on the track.

    This report entitled how to open a new transport company and todo business with other companies.

    I sincerely express my gratitude and lot of thanks to Mr.AMARJIT SAINI for helping me in completing my term paper and give me ideas for doing my job and making it a great success.

    I would like to express my deep sense of gratitude to staff of LOVELY SCHOOL OF MANAGEMENT who introduced meto the subject and under whose guidance I am able to complete my

    project.

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    PREFECE

    AS MBA Degree requires equal attention practical as well astheoretical aspect of the business, various problems are to be dealtwithin these courses, that is why research programs are there togive deep as well as through knowledge of the subjects.

    I have attempted to live up these requisites while preparing thisterm paper. It is part of professional courses. With the help of term

    paper we can able to understand the deep knowledge about thespecific topic assign to us.

    It is hoped that this report meets the given expectations and variousrequirement of the research.

    We have to ensure that the n

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    STEEL SECTOR

    Introduction :

    In Global Scenario in 2007 world crude steel outputreached 1343.5 million metric tones. It should be thegrowth of 7.5% over the previous year. It is the 5 th

    consecutive year when world crude steel production grewmore than 7%.

    According to the present scenarion of past few yearsChina remains the worlds largest steel producer in 2007also (489.00 million metric tonnes) followed by japan(112.47 million metric tonnes) and United States of America (97.20 million metric tonnes). Our CountryOccupied the 5 th position (53.10 million metric tonnes) for

    the second consecutive year.

    In the Domestic Scenario the Indian steel Industryhave entered in to a new development stage from 2005-06.its riding high in insurgent economy & rising demand for steel & rapid rise in production has resulted in India

    becoming the 5 th largest producer in steel. It has beenestimated by certain major investment houses that Indiassteel consumption will continue to grow at nearly 16% rateannually & till 2012 fulled by demand for construction

    projects worth US $ 1trillion..Here we came to knoe that the scope for raising the

    toal consumption of the steel is huge. It is given that per

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    capita usage of steel is only 40kg compared to 150 kgacross the world & 250 kg in china. The national steel

    policy has envisaged steel production to reached 110

    million tones by 2019-20. Ministry of steel has project thatthe steel production in the country is likely to be 124.06million tonnes by 2011-12 based on the status of MOUssigned by private producers with nthe various stategovernments. It is expected that infias steel capacity would

    be nearlr 293million by 2020.

    Production :Steel Industry delicensed and de controlled in 1991-92respectively. I n 2007-08 production of finished steel was12.088 million tones. Production of Pig Iron was also 1.165million tones. The share of main producers 7 secondary

    producers (SAIL. RINL, TSL) and secondary producers inthe total production of finished was 33% and 67% duringthe period (April-June 2007-08).

    Demand :(i) Availibility Projection : Demand & Availability

    of the Iron projection annually by ministry of steel. Gaps in availability are met mostly throughImport.

    (ii) Steel Prices : Price regulation od Iron & Steelwas abolished on 16.1.1992. Since then steel

    prices are determined by the Interplay of Marketforces There os a up trend in domestic steel

    prices since 2006-07 and trend accentuated fromJanuary this year. The mismatch between demand& supply is considered as to be the main reason

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    Name of the company Rajdhani LIMITED.

    State whether the company is public or private Public

    CompanyWhether the company is having - Share Capital

    Authorised Share Capital of the Company 20,00,000Rs.

    Breakup of Authorised Capital :

    (a) Number of equity shares 10,000

    (b) Face Value of per equity Share Rs. 20

    (c) Total Amount Rs. 3,00,000

    (d) Number of preference Share 10,000

    (e) Face Value per preference share Rs. 30

    (f) Total Amount of preference Share Rs.4,00,000

    The maximum number of members in case of companylimited by members -------- 11

    Particulars of subscribers :

    Name : Jatinder singhFathers Name : Shri Kartar singh

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    Nationality : IndianDate of Birth : 07 th april -1987Occupation : Propriter

    Voter Identity Card No. : 139363 Passport No. : 53689835Address : 11/79 phase-2, knowledge park-II, Jalandhar,Punjab.City-Jalandhar Country IndiaPhone 9463860427Whether present residential address is same as the

    permanent address : Yes

    Memorandum of association & Articles of Association aresubmitted here with.

    Declaration :

    I Jatinder singh S/o Shri Kartar singh do solemnly as

    under

    (i) That I am a person named as a director of thecompany.

    (ii) And I furthur declare that the particulars are givenabove are true to the best of my knowledge & belief.

    (iii) I furthur Confirm that I am duly authorized to submitthis application and the all the above particulars mentionedabove are as provided in the articles of assocition as ansubscribed by the subscribers of the company.

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    4. The object of the Company is to become the best steel producer in the country as well as in the country.

    5. The Object of the company of the company is to startthe more power units in the country which will help toImprove employment.

    Here I have started My New steel Company named as :

    RAJDHANI STEEL INDUSTRIES LIMITED

    Here firstly I have approved the name of my Company by give an application in registrar office. In the applicationI have specified my new Companys name situation whereit is situated.

    As we know that the ministry of corporate affairs haslaunched a programme for managing the work relating to

    filling of documents etc. with ROCs etc. and will getapprovals from ministry of corporate affairs.

    MCA-21 project is designed to fully fully automate all processes related to enforcement and legal requirementsunder companies act 1956.The following 9 matters I will cover under MCA-21 projectsince 15-9-2006.

    (i) Registrartion & Incorporation of new Company(ii) Filling of annual returns & balance sheets(iii) Filling for foms of change name/address/directors

    details

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    (iv) Registration modification & verification of charges.

    (v) Inspection of documents

    (vi) Issue of certified copies(vii) Applicatin for permission required(viii) Approval from central Government, Regional

    Director & ROC(ix) Investor grievance redressal.

    But MCA-21 scheme does not cover matters relating toliquidation of the companies

    Registration Process:

    The following documents were executed before theyare submitted to registrar of companies.

    Memorandum of association and article of

    association were executed by our promoters intheir own hand and also contains their details.

    Form no1 containing declaration to be executed by the promoter on the non judicial stamp paper of INR 20 by Mr JATINDER SINGH stating thatall the requirements are fulfilled.

    Filling form no 18 by our director of thecompany showing registration of the company

    Form no 32 showing the appointment of the board of directors signed by one of our director

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    Power of attorney signed by all our subscribers of memorandum of association authorizing Mr

    Nipun to act on the behalf of other director for the purpose of incorporation of the company.

    An application for the registration of thecompany along with memorandum of associationand articles of association was submitted.

    A declaration signed by JATINDER SINGHwho is acting as one of the director of our company was given which states that all therequirements of company act 1956 and the other applicable rules with respect to registration andother matters have been compiled with.

    List of the person who was consented as directorswere Jatinder singh, Nipun Bhardwaj, ManjeetSingh.

    Information about the registered office include

    Plot No. 31 & 32,

    Phase III,G.I.D.C.Jalandhar (Punjab).

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    Power of attorney in favor of Mr. Nipun bhardwajis signed giving her authorization to makecorrections in the documents submitted to the

    registrar of the companies, if necessary.

    Registration fees were submitted along with theother documents

    For registration of company the Form 1A has to be filled upand send to the registrar for approval. Proper documentsshould also be attached with it. The following steps weretaken while filling up the form:

    The Application was done by Jatinder singh hence inthe name of the applicant jatinder singh was given

    and his details were given. The names of the promoters were provided in the

    Form.

    The six names were also proposed in the form out of which only two name would be given by the registrar and only one name would be selected as name of thecompany.

    The objective of our company was also stated in theregistration form.

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    The Director Identification number provided to threeof us was mentioned in this form along with the nameand required details.

    The form should be duly signed by using the digitalsignature provided to the directors.

    The form is then send to the registrar for approval.

    The Memorandum of Association is also providedwith the form to get it vetted by the Registrar of Companies (ROC).

    FORM NO. 1

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    THE COMPANIES ACT, 1956

    Application form for availability of names*

    The registrar of Companies,

    .

    .

    Sir,

    Subject : AVAILABILITY OF NAMES---INFORMATION---FURNISHING OF

    We, the following applicants, are desirous of forming a company to be registered under

    the companies Act, 1956 in the state of-1. Name and full address of the person(s) applying for the

    availability of the name (in block capitals)2. Proposed name of the company

    3. State whether public or private

    4. In case the proposed name mentioned in item (2) is notavailable, 3 names to be considered in the order of

    preference5. Main object of the proposed company

    6. Name and addressees of the prospective directors or promoters, etc.

    7. Particulars of the names and situations of registeredoffices of other companies in the same group or under thesame management

    8. Proposed authorized capital

    9. Please furnish particulars and results of any applicationmoved to this or any other Registrar previously for availability of name

    10. Particulars of remittance of fee (Draft/IPO) Rs.

    Situation

    Dated Signature of the applicants

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    FORM NO. 19

    Registration No. of the Company Nominal Capital: Rs

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    THE COMPANIES ACT, 1956

    Declaration of compliance with the provisions of section 149(1)(a), (b) and of theCompanies Act, 1956

    [pursuant to section 149(1)(d)][To be used by a company which issued a prospectus on or with reference to its

    formation?]

    Name of the company Limited

    Presented by

    I of being a director/the secretary of Limited do solemnly and sincerely declare:--

    1. That the amount of the share capital of the company offeredto the public for subscription is Rs..

    2. That the amount stated in the prospectus as the minimumamount which, in the opinion of the board of directors, must

    be raised by the issue of share capital in order to provide for the matters specified in clause(5) of schedule II of theCompanies Act, 1956, is Rs.

    3. That shares held subject held subject to the payment of thewhole amount thereof in cash have been allotted to theamount of Rs. ..

    4. *That every director of the company has paid to thecompany on each of the shares taken or contracted to betaken by him , and for which he is liable to pay in c ash a

    proportion equal to the proportion payable on applicationand allotment on the shares offered for public subscription*except the following directors, namely

    who has/have not taken or contracted to take any shares for which he is/they are liable to pay in cash.

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    THE COMPANIES ACT, 1956

    Consent to act as director of a company and/or undertaking to take and pay forqualification shares

    [pursuant to section 264(2)/266(I)(a) and 266(1)(b)(iii)] Name of company .............................................. Limited ..........................................

    Presented by ..................................................................................................................

    To the Registrar of Companies .......................................................................

    I, the undersigned, hereby testify my consent to act as director of the .......................... limited, ................................ pursuant to section 264(2)/266(1)(a) of the Companies Act, 1956 and certify that I have not been disqualified to act as a director under sections 267 and/or 274 of the Companies Act, 1956.

    I, the undersigned having consented to act as director of the ..............................Limited, also hereby undertake to take from the said company and pay for ....................shares of Rs. ................. each, being the number/value of the shares prescribed as thequalification shares for the office of director of the said company.

    Name andsurname in full

    and fathersnames

    Address Occupation Date of birth

    Nationality Signature

    1 2 3 4 5 6

    Signature ..............................

    Designation ...........................

    Dated the ........................... dayof .................... 19

    Notes: (1) Delete the portion not applicable.

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    Befor the company fomed I will have to take certain preliminary decisions e.g., whether it should be a publiccompany, what will be the capital, and whether

    worthwhile forming a new company or taking over the business of an already established concern. All thesedecisions I will have to take by me with my colligue

    promoters.

    Promoters : Promoters are all the members of board of directors of the company are called promoters of thecompany.

    Memorendum : Memorendum of every company shallcontain the following clauses :(i) The name of my Company is RAJDHANI

    LIMITED.(ii) The registered ofiice of my company is situated

    in jalandhar Punjab.

    (iii) The Objects of the company :

    There are 11 Members in the Board of Directors of thecompany. My Companys capital is of worth Rs. 20,00,000in the Market.

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    PROSPECTUS-:

    General information

    Financial informationReports by the accountantsStatutory and other information

    CONTRACTS OF COMPANY-:

    Here I have entered in to a contract with a real statecompany to make a building for the office of my company.Here my company & real state construction company both

    parties are competent & Contactors are of major age. Both parties are agree for the contract and also have the intentionto create legal relationship. So there is consideration

    between both parties. So it is a legal agreemant or Contract.

    Here I do not like to enter in to a contract with that person because it is not quite profitable for me & for myCompany also. This Contract is Against my will which is avoid contract & It is not a legal contract also. So here ThisContract is also under Undue Influence. So here I agin havethe right to sue him. (Sec-16)

    Here This Member of my company had said that hiscompany have enough raw material to supply my company

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    according to my needs. He also take some amount asadvance of his supply but now he is not supply the rawmaterial. He do not have any kind of Natural Resources

    Company. Here I came to know about this kind of Information of his company , when the person did notsupply the raw material to my company the I tried to findthis company where this company is sutuated in thedocuments. Then I came to know that there is not any kindof this company in the market. So this Contract is under fraud. So I have the right to sue the owner of that company.This case is under fraud. (Sec-17).

    Then I have contracted with 3 rd party to purchase theraw material for my company to make steel. Here that 3 rd

    company had shown me a good raw material to supply mycompany but by the mistake of there management systemthe supply me a different type of raw material & I paid full

    amount at the time of payment. After using the rawmaterial I came to know that this is the different type of raw material. It is not that type raw material which I haveseen at the time of contract. So this is the contract is under mistake. So here I have the right to sue the owner of that 3 rd

    company because this contract is under Mistake. (Sec-20,21,22).

    Here when I have contracted with 3 rd party to purchasethe raw material for my company to make steel. Here that3rd company had shown me a good raw material to supplymy company but by the mistake of there managementsystem the supply me a different type of raw material & I

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