CHAKRABARTI HaBi EDUCATION ACADEMY College of Law Affiliated to Purbanchal University LL.M. 2nd Year Pre-Board Exam 2077 Sub: Laws on Corporate Management Time: 24 Hrs Full Marks: 60 Pass Marks: 30
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Candidates are required to give their answers in their own words as far as practicable.
Attempt all the following questions:
1. "The fundamental attribute of corporate personality- from which indeed all the other consequences flow- is that the corporation is a legal entity distinct from its members. Hence, it is capable of enjoying rights and being subject to duties which are not the same as those enjoyed or borne by its members." Critically analyse the principle envisaged in the case of Salmon v. Salmon & Co. Ltd. and examine how far this principle is incorporated and upheld in the Nepalese law and judicial practice.
2. "The protection of the minority shareholders within the domain of corporate activity constitutes one of the most difficult problems facing the modern company law. The aim must be to strike a balance between the effective control of the company and the protection of interests of the small individual shareholders." In the light of this statement, critically analyse the majority rule and minority protection in reference to the rule in Foss v. Harbottle with its limitations.
3. "If powers of management are vested in the directors, they and they alone can exercise these powers and subject to the Act and the articles, the business of the company should be managed by the directors. In practice, the board of directors is the brain of company, therefore, when the brains function the corporation is said to function." Comment the statement and critically analyse the division of powers between the board of directors and general meeting in the light of powers, functions and duties of the board of directors.
4. "The economic role of multinational corporations (MNCs) is simply to channel physical and financial capital to countries with capital shortages. In addition, new tax revenues arise from MNC generates income, allowing developing countries to improve their infrastructures and to strengthen their human capital and reduce world poverty levels and encouraged to cooperate and to seek peaceful solutions to external and internal conflicts." Critically examine the role and impact of Multinational Companies in the sustainable development of the developing or underdeveloped countries.
Note: Only hand written answer sheet is valid.
Good Luck