Legal Aspects of Business

Cover
Contents
1. Introduction to Law and Business
	Development of Business Law
	Development of Law in Independent India
	Method of the Book
	The Scheme of the Book
PART 1 CONTRACT LAW
	2. Introduction to Contract Law
		Understanding the Contract Law
		Indian Contract Act, 1872
		Summary
		Cases for Further Exploration
	3. Formation of Agreement: Introduction
		Formation of Contract
		Offer: Express and Implied
		Are Only Written Contracts Enforceable?
		Offer, Acceptance and Meeting of Minds
		Subjective and Objective Agreements
		Indian Contract Act, 1872
		Contracts and Corporate Bodies
		Summary
	4. Offer and Acceptance: Cases
	5. Offer and Acceptance: Text
		General Communication
		Display in Showcase
		Self-service Stores
		Advertisements
		Auction
		Tender
		Internet
		Summary
		Cases for Further Exploration
	6. Business Contracts: Cases
		Auction and Tender
	7. Business Contracts: Text
		Signed Standard Form Contract
		Auction
		Tender
		Contract with Government Bodies
		Receipts, Tickets and Vouchers
		Summary
	8. Provisional Acceptance and Revocation
		Revocation of Offer
		Summary
		Cases for Further Exploration
	9. Rejection and Counter-Offer
		Lapse of Offer
		Revocation
		Provisions in the Indian Contract Act
		Summary
		Cases for Further Exploration
	10. Modalities of Communication
		Summary
		Cases for Further Exploration
	11. Formation of Agreement: Cases
	12. Formation of Agreement: Text
		Offer and Acceptance
		Provisional Acceptance and Modality of Communication
		Communication of Acceptance
		Summary
	13. Time and Place of Contract
		Communication by Post
		Provision in the Indian Contract Act
		Jurisdiction of the Courts
		Summary
		Cases for Further Exploration
	14. Unilateral and Bilateral Contracts
		Unilateral and Bilateral Contracts
		Summary
	15. Standard Form Contract
		Multiple Terms: Formation of Contracts
	16. Battle of Forms
		Summary
	17. Incorporation of Terms
		Terms on Tickets and Receipts
		Course of Dealing and Trade Practices
		Contesting Written Terms
		Summary
	18. Exemption Clauses
		Summary
	19. Consideration: Introduction
		Consideration: Benefi t and Detriment
		Consideration and its Consequences
		Suffi ciency of Consideration
		Summary
	20. Consideration: Cases
	21. Signifi cance of Consideration
		Agreements against Revocation
		Forfeiture of Earnest Money Deposit
		Summary
		Cases for Further Exploration
	22. Implications of Consideration
		Pre-exiting Duty of Third Party
		Pre-existing Duty to the Same Person
		Payment of Debt
	23. Alteration of Contracts
		Pre-exiting Duty of Third Party
		Pre-Existing Duty to the Same Party
		Remission, Alteration and Novation
		Novation
		Part-payment of Debt
		Summary
	24. Parties to Contract
		Benefi t of Consideration to a Third Party
		Trust and Privity of Contract
		Summary
		Cases for Further Exploration
	25. Capacity to Contract
		Minor and Ownership of Property
		Minor and Restoration of Benefi t
		Summary
	26. Void Contracts
		Summary
	27. Voidable Contracts
		Undue Infl uence
		Remedy for Setting Aside Contracts
		Summary
	28. Mistake and Contracts
		Mistake of Identity
		Unilateral Mistake: Subject Matter
		Mutual Mistake
		Summary
	29. Restitution and Quasi-Contracts
		Summary
	30. Termination of Contracts
		Condition and Warranty
		Intention and Repudiation
		Anticipatory Breach
		Intimation of Assent
		Termination Clause in Contracts
		Summary
		Cases for Further Exploration
	31. Damages
		Principles for Damages
		Remoteness of Damage
		Measure of Damages
		Liquidated Damages
		Non Pecuniary Losses
		Summary
		Cases for Further Exploration
PART 2 SALE OF GOODS
	32. Sale and Quality of Goods: Cases
		Sale by General Name
		Sale by Description
		Summary of Principles
		Quality of Goods, Condition and Warranty
	33. Sale of Goods: Quality
		Sale by Description
		Merchantability and Reliance on Seller
		Quality of Goods: A Review
		Condition and Warranty
		Summary
		Cases for Self Study
	34. Sale and Transfer of Ownership: Cases
		Transfer of Ownership
		Summary of Principles
	35. Sale of Goods: Transfer of Ownership
		Sale and Ownership
		Transfer of Ownership: Express and Implied Terms
		Unconditional Contract
		Goods Not in Deliverable State
		Sale or Return Transactions
		Unascertained Goods
		International Commercial Terms (INCOTERMS)
		Summary
		Cases for Self Study
	36. Sale of Goods: Further Developments
		Work Contract
		Does a Hotel Sell Food?
		Summary
PART 3 SPECIAL CONTRACTS 37. Bailment: Cases
	38. Bailment: Text
		Bailment in Non-contractual Cases
		Pledge
		Summary
		Cases for Self Study
	39. Guarantee: Cases
	40. Guarantee: Text
		Indemnity
		Summary
		Cases for Self Study
	41. Agent, Agency and Principal
		Summary
		Cases for Self Study
	42. Partnership
		Nature of Partnership
		Property of Partnership
		Relationship of Partners
		Relationship with Third Party
		Incoming and Outgoing Partners
		Dissolution of a Firm
		Registration of Firms
		Summary
		Cases for Self Study
PART 4 CONSUMER PROTECTION
	43. Consumer Protection Act: Cases
		Consumer Dispute Redressal Agency
		Who is a Consumer?
		Consumer and Commercial Use
		Privity of Contract
		Consumer and Consideration
		Overlap with Other Law
		Compensation
	44. Formation of the Consumer Protection Act
		Who is a Consumer?
		Privity of Contract
		The Consumer Protection Act and Consideration
		Overlap with Other Laws
		Overlap with Other Laws: Supreme Court
		Compensation
		Summary
	45. Unfair Trade Practices: Cases
	46. Development of the Law on Unfair Trade Practices
		Holding of Contests and Schemes
		Judgements of the Commission—Post-HMM Case
		Disparaging Products of Competitors
		Correctness of Representation
		Summary
		Cases for Self Study
PART 5 COMPANY LAW
	47. Introduction to Company Law
		Forms of Association
		Company Creates its Operating Rules
		Public Company
		Incorporation and Distinct Entity
		Capital of a Company
		Cases for Exploration
	48. Incorporation of Companies
		Types of Companies
		Memorandum of Association
		Articles of Association
		Registration of Companies
	49. Corporate Personality
		Holding and Subsidiary Company
		Company and Nationality
		Objectives of a Company
		Doctrine of Indoor Management
		Summary
	50. Meeting and Altering the Constitution of the Company
		Cases
		General Meeting
		Change of Name
		Change of Objectives
		Change of Registered Offi ce
		Change of Articles of Association
		Summary
	51. Share Capital
		Cases
		Capital of a Company
		Preference and Equity Shares
		Transfer of Shares
		Membership and Depository
		Debentures
		Summary
	52. Directors
		Board of Directors
		Directors as Agents and Trustees
		Appointment of Directors
		Summary
	53. Prospectus and Raising of Capital
		Private Placement
		Public Issue
		Prospectus
		Allotment, Listing and Refund
		Summary
	54. Securities Regulation
		Securities Regulation
		The Securities Contracts Regulation Act, 1956
		Regulation of the Primary Market
		SEBI and its Functions
		Stock Exchange
		Summary
PART 6 INTELLECTUAL PROPERTY RIGHTS
	55. Law, Liberalisation and Globalisation
		Development of Law after Independence
		Liberalisation, Globalisation and WTO
		Trade Related Intellectual Property
		Intellectual Property Rights
		Laws on Intellectual Property
		Summary
	56. Patents
		What can be Patented?
		WTO and Patents
		Compulsory Licensing
		Summary
	57. Copyright Protection
		Scope of Copyright
		Rights of Copyright Owner
		Registration of Copyright
		Exemptions from Copyright Violations
		Copyright Infringement
		Summary
	58. Trademark Protection
		Trademarks in the Common Law
		Class of Goods in the Trade and Merchandise Marks Act, 1958
		Registration in the Trade and Merchandise Marks Act, 1958
		Developments in the Field of Passing Off
		The Trade Mark Act, 1999
		Summary
	PART 7 BANKING LAW
	59. Law and Banking
		Banking Law—Early Years
		The Banking Regulation Act
		The Reserve Bank of India Act
		Non-Banking Financial Institutions
		Amendment of the RBI Act
		Relationship between Bank and Consumers
		Summary
	60. Negotiable Instruments
		Promissory Note, Bill of Exchange and Cheque
		Parties to Negotiable Instruments
		Negotiation and Discharge of Negotiable Instruments
		Bank and its Customer
		Summary
PART 8 LAW AND TAXATION
	61. Central Excise Tax
		Manufacturer, Goods and Excise Duty
		Amount of Duty
		CENVAT and Collection of Duty
		Summary
	62. Value Added Tax
		Centre, State and Value Added Tax
		Sale, Dealer and VAT
		Quantum of VAT
		Collection of VAT
		Tax Invoice
		Central Sales Tax
		CST and Sale by Transfer of Documents
		CST and Sale within State
		Goods under CST Act
		Rate of CST
		Summary
	63. Service Tax
		Charge of Service Tax
		Summary
PART 9 MISCELLANEOUS THEMES
	64. Business and the Fundamental Rights
		The Indian Constitution
		Fundamental Rights: An Outline
		Article 12: ‘Other Authorities’
		Article 19(1)(G): Freedom to Trade, Occupation and Profession
		Public Interest Litigation
		Summary
	65. Arbitration
		Arbitration and Interim Measures
		Appointment of Arbitrators
		Arbitration Procedure
		Impartiality of Arbitrators
		Foreign Awards
		Summary
	66. Right to Information Act
		Citizen, Information and Public Authority
		Enforcement and Penalty
		Public Authority
		Refusal of Information
		Rights of Third Party
		Summary
	67. Business and Criminal Liability
		Mens Rea: Malafi de Intentions
		Joint Liability
		Liability Under Torts
		Criminal Justice
		Classifi cation of Offences
		Stages of Prevention and Adjudication of Offences
		Summary
	68. Environment Protection Act
		Water and Air Acts
		Prevention and Control of Pollution
		Administration of Environment Pollution
		Water (Prevention and Control of Pollution) Cess Act, 1977
		Summary
	69. Indian Legal System
		Sources of Law
		Civil and Criminal
		Court Structure
		Judicial Offi cers
		Summary
Annexure 1 The Indian Contract Act, 1872
Annexure 2 The Sale of Goods Act, 1930
Annexure 3 The Consumer Protection Act, 1986
Annexure 4 Unfair Trade Practices
Annexure 5 The Companies Act, 1956
Annexure 6 Service Tax
Glossary of Legal Terms