Company Law – A Comprehensive Textbookon the Companies Act 2013 is a definitive, full-course textbook that presents Indian company law as a complete and integrated legal system governing corporate existence, functioning, regulation, governance, and dissolution. The book is not conceived as a bare-act companion or a narrow practitioner's manual. Instead, it is a concept-driven, statute-anchored, and pedagogy-oriented work, designed to build strong doctrinal foundations while simultaneously enabling statutory application, examination readiness, and practical comprehension. It explains why company law rules exist, how they operate in practice, and where they apply within the corporate lifecycle. This Edition is thoroughly revised and updated with the law as amended up to date, reflecting the contemporary phase of Indian corporate regulation—characterised by heightened governance standards, enhanced disclosure and accountability, digitised compliance systems, tribunal-based enforcement, and investor-centric safeguards. Statutory amendments, subordinate legislation, regulatory developments, and relevant case law up to the cut-off date are carefully integrated at appropriate places.
Candidates Pursuing Professional Qualifications,such as CA, CS, CMA, where Company Law is examined both conceptually and problem-wise
Law Studentsspecialising in Corporate and Commercial Laws
Academicians & Faculty Membersseeking a teaching-ready, syllabus-aligned text
Early-stage Corporate Law Learnerswho require clarity of fundamentals before moving to advanced commentaries or practice manuals
The Present Publication is the 28thEdition | 2026, and is updated till 31st December 2025. This book is authored by Dr G.K. Kapoor & Dr Sanjay Dhamija, with the following noteworthy features:
[Concept-first, Statute-integrated Approach] Legal principles and doctrines are explained first, followed by their statutory embodiment under the Companies Act 2013
[End-to-End Corporate Lifecycle Coverage] Covers formation, constitution, capital, management, governance, regulation, restructuring, and winding up of companies
[Updated Regulatory and Governance Framework] Incorporates recent amendments and regulatory initiatives relating to small companies, fast-track mergers, ROC/RD jurisdictional changes, governance norms for debt-listed entities, CSR relaxations, and ease-of-doing-business measures
[Judicial Interpretation Embedded in the Text] Important case law up to 31stDecember 2025 is discussed contextually to explain statutory meaning and application.
[Strong Pedagogical Design] Each chapter includes:
Chapter-end summaries of substantive provisions
'Test Your Knowledge' questions
Hints for examination-oriented questions and practical problems
[Specimen Drafting Support] Includes specimen notices, resolutions, and minutes at relevant places to support applied learning and drafting-based examination questions
[Coverage Beyond the Core Act] Dedicated analytical chapters on Corporate Governance, the Depositories Act 1996, and Company Law in a computerised environment (e-governance and e-filing)
The book is organised into 29 systematically structured chapters, providing exhaustive coverage of both foundational and advanced aspects of company law, including:
Foundations of Company Law
Historical evolution of company legislation in India
Meaning, nature, and characteristics of a company
Corporate personality and lifting of the corporate veil
Distinction between company, partnership, and LLP
Types and Forms of Companies
Private and public companies
One Person Company, small company, government company
Foreign companies, holding and subsidiary companies
Dormant, inactive, and producer companies
Formation and Constitutional Framework
Promotion and incorporation of companies
SPICe+ and electronic incorporation mechanism
Memorandum and Articles of Association, including alteration and entrenchment provisions
Capital, Securities, and Corporate Finance
Prospectus and issue of securities
Share capital, membership, transfer and transmission of shares
Debentures, loans, borrowings, dividends, and reserves
Management, Governance, and Compliance
Directors, key managerial personnel, and the company secretary
Board powers, committees, and managerial remuneration
Corporate governance principles and statutory governance mechanisms
Corporate Decision-Making
General meetings, board meetings, resolutions, minutes, and voting
Registers, returns, and statutory records
Accounts, Audit, and Oversight
Financial statements and audit framework
Regulatory supervision and compliance architecture
Remedies, Protection, and Enforcement
Inspection, inquiry, and investigation
Majority rule and minority protection
Oppression and mismanagement
Restructuring and Exit
Compromises, arrangements, reconstruction, and amalgamation
Winding up of companies, including foreign companies
Removal of name from the register
Institutional and Digital Ecosystem
Authorities under the Companies Act (ROC, RD, NFRA, SFIO, NCLT/NCLAT, Special Courts)
Service of documents and electronic communication
MCA-21, e-governance, and e-filing processes
Depositories Act 1996: dematerialisation, SEBI powers, and investor rights
The structure of the book is as follows:
Chapter-wise Logical Progression, aligned with university and professional syllabi
Each chapter follows a consistent structure:
Conceptual explanation
Statutory framework
Practical and regulatory implications
Supported bySection-wise & Subject-wise Indicesfor ease of navigation
Designed for semester-wise teaching, self-study, revision, and examination preparation
