6 communication sample

CA CPT/IPCC/FINALwww.coursemateonline.com Chapter1

Essentials of Communication

1.1 Communication and its importance

Meaning of Communication Communication is the process by which information in an organization is shared and the means by

which members of an organization work together. Communication is done not only by spoken words, but can be through visual images, written

documents or by person’s body language. Communication flows in different directions within the organization: downward, upward,

horizontally and diagonally. Since communication is so critical to working of an organization, it is also called as lifeblood of an

organization.

Directions of Communication

Downward – Superior to subordinate Upward – Subordinate to Superior Horizontal or Lateral – Between co-workers with different responsibilities Diagonal or Crosswise

Need for Communication1. Growth in the size and multiple locations of organization2. Growth in competition3. Growth of trade unions4. Growing importance of human relations and networking5. Public interest6. Advances in Behavioral Sciences7. Technological advancement








organization.











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CA CPT/IPCC/FINALwww.coursemateonline.com

Process of Communication

(i) Sender – Person who sends or shares information(ii) Encoding – Use of words, oral or written or non-verbal methods(iii) Message – Complete body of words or non-verbal cues conveying the idea(iv) Channel – The medium used for conveying the message(v) Receiver – The person who receives the information or who attaches a meaning to the message(vi) Decoding – The process of interpreting the message in the context of sender(vii)Feedback – The response (reply) of the receiver to a message received

Forms of Communication

Formal – This flows along defined channels and hierarchies in an organization. Informal – This flows generally in groups without any norms or rules of communication. Informal

communication is also called as grapevine.

Objectives of Communication1. To give and receive information2. To provide advice3. To counsel a person or group4. To issue orders or instructions5. To impart education and training6. To receive suggestions7. To persuade people8. To issue warning and notices



















Interpersonal Skills

2.1 Interpersonal communication Interpersonal communication means communication between two or more persons. It is a process of mutual regulation and control since the relationship between persons involved,

their expectations of each other, their interactions and allied measures are the variables which willinfluence communication between them.

Principles of interpersonal communication1. Interpersonal communication is inescapable – It is not possible for human being to not to

communicate with others.2. Interpersonal communication is irreversible – A word spoken or written is like a bullet which cannot

be reversed.3. Interpersonal communication is complicated – Because different people comprehend words in

different ways and context, communication is complicated since it requires choosing the right words,right context, right time and right medium.

4. Interpersonal communication is contextual(a) Relational context – Depends on relations of the persons communicating(b) Situational context – Depends on the situation when communication is being done(c) Environmental context – Depends on the environment in which communication is being

done(d) Cultural context – Depends on the culture of people communicating

Functions of Interpersonal Communication Gather knowledge and information Building understanding with others Establishing our image and identity To satisfy our own interpersonal needs

Problems in Interpersonal Communication1. Individual differences2. Unpredictability3. Pre-conditioning factors4. Nature of Meaning5. Status, Power & authority6. Distrust

Tips for improving interpersonal skills Open Mindedness Congruency in communication elements – Persons words must be in line with non-verbal cues such

as gestures, eye-contact, facial expression, tone etc. Listening Effectively Empathy

































2.2 Active Listening and Critical Thinking

Meaning of Active Listening According to a research, an average manager in general spends only 9% of his time in writing, 16% in

reading, 30% in speaking and 45% in listening. Therefore listening is the most important element ofcommunication.

Listening is different from hearing. While hearing is through ears, listening is by mind. Listening happens the message is understood as intended by sender. Active listening is equally important for both an employer as well as a worker. If one does not listen, a great deal of information can be missed. Also, an appropriate response would not be possible without Active listening.

Guidelines for Active Listening1. Pay attention to speaker and stop doing other things to avoid any distraction2. Understand the other persons’ concerns and intentions3. Be interested in what the person is saying and if required take notes4. Pay attention to non-verbal cues of speaker; look at gestures and body language5. Reconfirm what the person has said and what has been understood6. Wherever required ask questions to clarify any doubt and also to be alert7. Do not cloud the perception of what is being said by your own feelings and opinions

Importance of Active Listening1. It aids the organization in carrying out its missions.2. It helps individuals to advance in their careers.3. It provides information that helps them to learn about important happenings in the organization, as

well as assisting them in doing their own jobs well.4. It also helps in building strong personal relationships.

Critical Thinking Critical thinking is the discipline of rigorously and skillfully using information, experience,

observation and reasoning to guide one's decisions, actions and beliefs. Critical thinking refers to questioning every step of the thinking process viz.;

1. Consideration of all facts,2. Testing of assumptions,3. Soundness of reasoning,4. Fairness & unbiased decision making,



























Teamwork and collaboration: Cooperate and team building

Examination Questions

1. What is meant by ‘Emotional Intelligence’ and ‘Emotional Quotient’? State any six social competenciesassociated with Emotional Intelligence. [May 2007]

2. What is meant by 'Critical thinking'? How shall you develop critical thinking? [Nov 2007]3. What is meant by “Active listening”? State the importance of ‘Active listening’ in the business

communication skills. [Jun 2009]4. Explain the functions of interpersonal communication. [May 2010]5. Explain the basic principles of interpersonal communication. [Nov 2010]

















Group Dynamics

3.1 Groups

Meaning of a Group A group is a collection of people who interact verbally and non-verbally, occupy certain roles with

respect to one another, and cooperate to accomplish a definite goal. A group can thus be defined as an aggregate of people, from two up to an unspecified but not too

large a number, who associate together in face-to-face relationships over a period of time. The members of a group recognize and have a certain attitude towards their group members and

have some degree of satisfaction from belonging to and participating in the group. They set norms that specify and regulate the behavior expected of members. There are two types of groups present in a organization:

1. Formal Groups created by deliberate sanction of management2. Informal Groups created because of the operation of the social and psychological factors at

the work place

Characteristics of a group(a) Group Goals – Reasons for their existence(b) Group Structure – Role to be performed by members(c) Group patterns of communication – Direction of message flow(d) Group Norms – Rules of interaction(e) Group Climate

1. Bonding & Trust2. Participative spirit3. Openness4. High performance goals

Group Dynamics or Characteristics of Group Personality Group Dynamics refer to the study of forces operating within a group. Group dynamics deals with internal nature of groups, their formation, structure and processes and

the way they affect individual members, other groups and the organization as a whole. Therefore, group dynamics implies continuously changing and adjusting relationships among

members of the group. Following are the characteristics of Group personality:

1. Spirit of Conformity2. Respect for group values3. Resistance to change4. Group prejudice5. Collective power

Types of Groups in organization Self directed teams – Autonomous and self directed teams Quality Circles – Group of workers deliberate on improving work life and processes Committees – Group of employees with defined delegated objective and powers


Group Dynamics

3.1 Groups






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Group Dynamics

3.1 Groups






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Communication Ethics

4.1 Ethical Communication

Meaning of Ethical Communication We know ethics are moral principals guiding the conduct of an individual in an organization keeping

in mind the interests of all stakeholders. Communication builds the value of organization internally in the employees and externally in the

minds of public. All communications always involve deciding between right and wrong. Ethical communication refers to making a communication with a well developed sense of social

responsibility. Making an ethical communication means that one is honest with employers, co-workers, and clients,

never seeking personal gain by making others look better or worse than they are, don’t allowpersonal preferences to Influence your perception or the perception of others, and act in good faith.

Components of Ethical Communication An ethical communication:

(i) Includes all relevant information,(ii) Is true in every sense and is not deceptive in any way(iii) Accurate and sincere(iv) Avoids language that manipulates, discriminates or exaggerates(v) Does not hide negative information behind an optimistic attitude(vi) Does not state opinions as facts(vii)Portrays graphic data fairly

Importance of Ethical Communication (Benefits or Advantages) Ethical Communication helps in responsible thinking, decision making, and the development of

relationships and communities within and across contexts, cultures, channels, and media. Enhances human worth and respect for self and others Ethical Communication plays a central role in the achievement of key business objectives such as;

1. Creating shareholder value2. Attracting, training, motivating and retaining talent3. Enhancing brand image with all audiences4. Support on public policy issues5. Creating consumer preference for products and services6. Minimizing risk in company’s financial position and business prospects

Factors influencing Ethical Communication1. Every communication decision has some ethical aspect to it, acknowledged or not.2. The ethical nature of communication must be considered within the context of who, what, when and

where.















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Corporate Culture

5.1 Meaning of Corporate Culture

Corporate Culture means the personality of an organization. It is simply “how things are done around” in an organization. Corporate culture is a broad term used to define;

1. Unique personality or character of an organization as determined from culture of workforce2. Core values and beliefs of an organization3. Corporate ethics4. Rules guiding how organization’s people interact with other stakeholders

Corporate Culture is determined by imposing corporate values and standards of behavior thatspecifically reflect the objectives of the organization.

Strong and Weak Culture Any organization where the employee’s response to any change in internal or external environment

and their response to new technology and innovation is high, the organization is said to have astrong culture.

Any organization where there is very little alignment between employee’s actions and organizationalvalues, and control is largely through detailed processes, procedures and bureaucracy, theorganization is said to have a weak culture.

Elements of Corporate Culture1. Vision, Mission and Value Statements: What the organization is about; what it does; its mission; its

values.2. Control Systems: The processes in place to monitor what is going on.3. Organizational Structures: Reporting lines, hierarchies, and the way that work and information flow

through the business.4. Power Structures: Who makes the decisions and how power is distributed across the organization.5. Symbols: These include the logos and designs, but would extend to symbols of power, such as car

parking spaces and executive washrooms.6. Rituals and Routines: Management meetings, board reports and so on may become more habitual

than necessary.7. Stories and Myths: Build up about people and events, and convey a message about what is valued

within the organization.

Organization Values Organization Values are the principles and ideas that people or organizations strongly believe in and

consider important. These are statements which are relied on when people are in doubt about making a right choice in

their decisions. Often the mission and vision statement of an organization is a reflection of its values. These statements are short descriptions of the purpose of organizations and the directions they try

to take to achieve success.


Corporate Culture



















Corporate Culture






















Organizations Values, Mission and Vision statements are posted and communicated aggressivelywithin the organization so that employees know explicitly about them.

Example – Value Statements at IBM1. Dedication to every client’s success2. Innovation that matters, for our company and for the world.3. Trust and personal responsibility in all relationship.

Example – Vision, Mission and Value Statements of a Telecommunication CompanyVision: To be a world-class communication companyMission: To invest in our employeesValues:1. We value people and their diversity2. We are performance driven3. We are customer focused4. We create shareholder value5. We are a model corporate citizen6. We act with integrity in everything we do

5.2 Change Management An organization wide change may include a change in mission, restructuring of operations, new

technologies, mergers, major collaborations, new programs such as Total Quality Management, Re-engineering etc.

The single most reason which comes in the way of making an organization wide change is people’sresistance to change.

Why people resist change Fear of potential loss at personal level (Loss of money, freedom, pride, authority, responsibility,

status, comfortable work environment etc.) Fear of Perceptions

1. Faith in status quo (Belief that existing system is working fine)2. Proposed change does more harm or confusion than good3. Lack of respect for person responsible for the change4. Objectionable way of implementing the change5. No opportunity to participate before implementing change6. Change perceived as implying personal criticism7. Bad timing of the change8. A desire to challenge authority9. Half baked information about change

Fear of Uncertainty (When people do not know what is to come, they will resist change)

Acceptance of Change An understanding of reasons of why people resist change holds the key to proper communication of

change and the reasons why people will accept change.1. Personal Gains (Increase in compensation, status, security, working conditions etc.)2. Bettor work Opportunity or challenge3. New work process or improved work-life balance4. Better understanding through communication5. Perception that change is better for future6. Belief in management’s or leadership’s perspective































Communication in Business environment

6.1 Notice of an Annual General MeetingNOTICE OF AGM

Notice is hereby given that the __th Annual General Meeting of the Members of XYZ Ltd. will be held on;(Day and Date – Any day not being public holiday) _________,At(Place) the Registered Office of the Company at _________________,Chandigarh [Alternative – any otherplace in local limits of where Registered Office of the Company is situated]At(Time – Business Hours) _____ a.m.To transact the following business :–

Ordinary Business:1. To receive, consider and adopt the Audited Balance Sheet of the company as on _________ and the Profit& Loss Account and Cash Flow Statement for the year ended on that date and Auditor’s and Directors’Reports thereon.2. To declare dividend for the year ending ___________.3. To appoint a director in place of Mr. ________ who retires by rotation and being eligible, offers himself forre-appointment.4. To appoint ____________ Chartered Accountants, New Delhi as Statutory Auditors of the company; tohold office from the conclusion of this annual general meeting until the conclusion of the next annualgeneral meeting and to fix their remuneration.

Special business:6. ……….

Regd. Office _________________ For and on behalf of Board of DirectorsChairman of the Meeting [Alternative – Secretary/Manager]

Date:Notes:1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO

ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELF AND SUCH PROXY NEED NOT BE AMEMBER OF THE COMPANY.

2. PROXIES, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED AT THE REGISTERED OFFICE OF THECOMPANY, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A PROXY FORMIS APPENDED WITH THE ADMISSION SLIP.

3. Pursuant to Section 173 of the Companies Act, 1956, Explanatory statement relating to special businessis annexed to this Notice.

4. The Register of members and the Share Transfer Books of the Company will remain closed from________ to ____________both days inclusive, in terms of the provisions of the Companies Act, 1956and the listing agreement with the stock exchanges where the shares of the Company are listed for thepurpose of annual general meeting & determining the names of the members eligible for dividend onequity shares, if declared at the meeting.





























5. Members are requested to notify immediately change of address, if any, to company’s Registered Office.While communicating to the company, please quote the folio number.

6. Shareholders desirous of obtaining any information concerning the accounts and operations of thecompany are requested to address their questions to the company’s registered office, so as to reach atleast 5 days before the date of the meeting so that the information may be made available at themeeting to the best extent possible.

6.2 Minutes of the Annual General MeetingMINUTES OF ANNUAL GENERAL MEETING

___ Annual General Meeting held on __________ (Day and Date) ________ (Place) at ________ (Time)Present:1. ___________ (Chairperson)2. ___________ (Directors)3.____________ (Number of Members in person)4. ____________(Number of Members in proxy)5.____________ (Representative of Auditors)6. ____________ (Secretary)

1. NoticeThe notice convening the meeting was read by the Secretary.

2. Directors’ Report and AccountsWith the consent of the members present, the Director’s Report and Accounts having already beencirculated to the members were taken as read.

3. Auditors’ ReportThe Auditors’ Report was read

4. Adoption of Directors’ Report, etc.The Chairman then invited queries from the members present on Directors’ report, Accounts and Auditors’and auditor’s Report, but there was no query.Thereafter, the Chairman proposed the following resolution which was seconded by __________.“RESOLVED that the Directors’ Report, audited Balance Sheet as on ________ and Profit and Loss Accountand Cash Flow Statement for the year ended _________ and Auditors’ Report thereon be and the same arehereby received, considered and adopted.”Carried unanimously.

5. DividendProposed by _________ (Member)Seconded by _________ (Member)“RESOLVED that the Dividend as recommended by the Board of Directors for the year ended _________ atthe rate of `___ per share on the equity share capital of the company, subject to deduction of tax at sourcebe and is hereby declared for payment to those shareholders whose names appeared on the Register ofMembers as on ________ .”Carried unanimously

6. DirectorsProposed by _________ (Member)Seconded by _________ (Member)



























“RESOLVED that Shri ________ who retires by rotation and is eligible for reappointment to and is hereby re-appointed a director of the company.”Carried unanimously.

7. AuditorsProposed by _________ (Member)Seconded by _________ (Member)“RESOLVED that M/s ___________ Chartered Accountants, be and are hereby appointed Auditors of the

Company to hold office from the conclusion of this meeting until the conclusion of the next Annual GeneralMeeting at a remuneration of ` _______Carried unanimously.

The meeting closed with a vote of thanks to the Chair.Date : ____________ ChairmanPlace: ____________

6.8 Chairman SpeechContents of Chairman Speech

1. Welcome Address2. Financial Performance, Significant achievements3. Return on Shareholders wealth4. Current Business Environment, Opportunities, Challenges, Risks & Concerns5. Business Strategies, Forward looking statements, Controls, Growth Drivers6. Companies market share and contribution7. Research and Development8. Human Resource Development9. Awards & Recognition10. Corporate Social Responsibility (Health & Safety, Conservation of Natural Resources, Community

Development)11. Corporate Governance12. Concluding Remarks

6.9 Corporate Press Release

Sample Press Release – ICAIUnion Budget - 2010-11ICAI welcomes the Union Budget presented by the Hon’ble Finance Minister Shri Pranab Mukherjee, whichcan be termed as a relief oriented budget. The Budget skillfully balances the need to step up the economicgrowth on one side, check inflation on the other side and also address the socio-economic needs of thenation.The ICAI welcomes the liberal FDI Policy, listing of PSUs, liberal licensing policy for opening of banks andlicense to NBFCs to act as bank. The increase of minimum personal taxation slab of 10% up to ` 5.00 lacs willpave the way for better tax compliances and revenue generation for the Government. The introduction ofSARAL II Form will enable the small tax payers to file their return without difficulty. The relief of ` 20,000/-under 80 CCE would suitably boost infrastructure sector while simultaneously providing tax relief.The ICAI welcomes the reiteration of timelines for implementation of the Direct Tax Code and Goods &Service Tax w.e.f. 1st April, 2011.Indirect Tax

























The increase in Central Excise Rates by 2% would augment tax revenues while bringing convergence withGST rates.Procedural reforms in placing reliance on CA’s certificates for input credits, amendment in demand provisionwould reduce litigation and give widespread relief.Expansion of coverage, especially in health sector and retrospective amendment regarding renting ofimmovable properties and training may require reconsideration.ICAI is glad that the Government has accepted the suggestions forwarded by the Institute in different areas.

Sample Press Release – ICAIResults of ExaminationThe Institute of Chartered Accountants of India (ICAI) today announced the results of Chartered AccountantsFinal and Final (New Course) Examinations and Common Proficiency Test (Paper Pencil Mode) held inNovember/ December, 2010. The Curriculum of the Chartered Accountancy Course has been designed,developed and maintained so that the members of the Profession can become the valued Trustees of theWorld Class Financial Competence, Good Governance and Competitiveness. The making of a CA ensures avery deep-rooted knowledge, coupled with a commitment to work hard. Since December 1949, theChartered Accountancy Examination is held twice in a year.

The toppers of Chartered Accountants Final and Final (New Course) Examinations exam held in November,2010 are from cities like Kochi, Nasik, Coimbatore & Secundrabad. The toppers of Common Proficiency Test(Paper-Pencil Mode) held on 13th December, 2010 are from cities like Rajamundhry & Vijaywada. This showsthat even the country side regions are also not untouched by the reach of this profession.

With the economy on fast track and buoyancy all around, the need for professionals who cater to theinformation supply chain particularly coupled with the growing services trade has to be professionals likeChartered Accountants on fast track for professional developments.

A Chartered Accountant or ‘CA’ as commonly known, is a professional who has undergone high standards oftheoretical education and practical training, and in the process, has passed final examination in CharteredAccountancy conducted by The Institute of Chartered Accountants of India (ICAI) and has been enrolled as itsmember. He is a well rounded professional—well-versed in the subjects of Accountancy, Auditing,Management, Accountancy, Taxation, Information Technology, Corporate and Commercial Laws, FinancialManagement, General Management and the like areas.

Sample Press Release – ICAIFormation of Directorate of Accounting Technicians (ATs)The Executive Committee of the Institute of Chartered Accountants of India (ICAI) in its meeting held on 8thJune 2009 has decided to approve formation of a Directorate of Accounting Technicians (ATs) within ICAI toprovide singular and unified focus on the development of Accounting Technicians as an independentcertification amongst all stake holders. The Directorate would work towards bringing the eligible candidatesunder the Accounting Technicians Umbrella and would provide for their regulation and development for thebenefit of the industry. This certification program would immensely benefit the small & medium sizedenterprises (SMEs) and all those who are looking for the rendering of specialized accounting services otherthan the audit and assurance function. The certification by a premier accounting body like ICAI would givethe added stamp of authority to the holder of such Accounting Technicians certificates.

6.10 Corporate Announcement at Stock Exchanges

General FormatScrip Code:<<Code No. of company with which listed in Stock Exchange>> Company: <<Name ofCompany>>























Subject: <<Subject to which the announcement is related to>>Announcement: <<Matter of the announcement>>Attachments: <<Any agreement or other document annexed with announcement>>

Sample Announcements at BSEScrip Code:507685 Company: Wipro LtdSubject: Wipro - Allotment of Equity Shares

Announcement: Wipro Ltd has informed BSE that Administrative Committee of the Company's Board ofDirectors vide circular resolution dated March 03, 2010 resolved:1. To issue and allot 81942 equity shares of ` 2/- each pursuant to exercise of the stock options by theeligible employees under Restricted Stock Unit Plan 2004 and Restricted Stock Unit Plan 2005.2. Allotted 8668 equity shares of par value of ` 2/- to JP Morgan Chase Bank, the Company's depository asunderlying shares in respect of ADRs to be issued and allocated to the purchasers, pursuant to the exerciseof the stock options granted to the employees under the Company's ADS Restricted Stock Unit Plan-2004.

Scrip Code:517214 Company: Spice Mobiles LtdSubject: Spice Mobiles - Outcome of Board MeetingAnnouncement: Spice Mobiles Ltd has informed BSE that the Board of Directors of the Company at itsmeeting held on March 04, 2010, approved the following matters by passing resolutions through circulation:1. Revised Scheme of Amalgamation of Spice Telemeters Pvt. Ltd. with Spice Mobiles Ltd. through a Schemeof Amalgamation.2. Raising of capital through Issuance of FCCB, GDR, QIP or other equity linked securities or securitiesconvertible into equity, upto ` 700 Crores subject to shareholders and other necessary approvals.

Scrip Code:500472 Company: SKF India LtdSubject: SKF India - Fixes Book Closure for Dividend & AGM

Announcement: SKF India Ltd has informed BSE that the Register of Members & Share Transfer Books of theCompany will remain closed from April 07, 2010 to April 13, 2010 (both days inclusive) for the purpose ofPayment of Dividend & 49th Annual General Meeting (AGM) of the Company to be held on April 23, 2010.

Scrip Code:505744 Company: Federal-Mogul Goetze (India) LtdSubject: Federal Mogul - Shifting of Registered Office

Announcement: Federal-Mogul Goetze (India) Ltd has informed BSE that the Board of Directors of theCompany at its meeting held on February 27, 2010, has approved the shifting of the Registered Office of theCompany from A-26/3, Mohan Co-operatives Industrial Estate, New Delhi - 110044 to 7870-7877, G-I,Roshanara Plaza Building, Roshanara Road, Delhi - 110007.

Scrip Code:523371 Company: Mawana Sugars LtdSubject: Mawana Sugars - Change in DirectorateAnnouncement: Mawana Sugars Ltd has informed BSE that Mr. D. C. Mittal, Director of the Company hasretired by rotation from the Board of Directors of the Company from the date of the Annual GeneralMeeting of the Company held on February 25, 2010.

Scrip Code:524000 Company: Magma Fincorp LtdSubject: Magma Fin - Resignation of CFOAnnouncement: Magma Fincorp Ltd has informed BSE that Mrs. Anju Madeka has resigned from theorganization as Chief Financial Officer (CFO) with effect from February 28, 2010.

Scrip Code:531404 Company: Zicom Electronic Security Systems LtdSubject: Zicom Elect - Board Meeting on Mar 05, 2010





























Announcement: Zicom Electronic Security Systems Ltd has informed BSE that a meeting of the Board ofDirectors of the Company will be held on March 05, 2010, to consider & decide on the developmentsinvolving strategic changes in operations / business of the Company.


1. Draft a notice for ABC’s Annual General Meeting with four ordinary business. [May 2007]2. Third Annual General Meeting of ABC Limited was held on 28th September, 2007. Several business was

transacted at the meeting including the adoption of annual accounts for the year ended 31st March,2007. The meeting was attended by 30 members in person and 5 members in proxy. Draft the minutesof the Annual General meeting indicating how shall the adoption of accounts being one of the businesstransacted at' the meeting, be recorded. [Nov 2007]

3. Board of Directors of Prakash Traders Private Limited proposes to convene an Extraordinary GeneralMeeting for changing the name of the company to Prakash International Private Limited. Draft thenotice for calling the Extraordinary General Meeting of the Members. [May 2008]

4. Draft a notice for calling the Board of Directors meeting of M/s. MN Limited where Mr. RS is co-opted asan Additional Director and also to consider buy-back of company’s equity shares to an extent of 10%, ofissued share capital. [May 2008]

5. As a secretary of AB forgings Ltd., draft a notice of a board of directors meeting to consider any fiveitems as agenda of the meeting, to be held on November 15, 2008 at the registered office of theCompany at Mysore. [Nov 2008]

6. ABC Ltd. wants to hold its Annual General Meeting on 15th December, 2008 to discuss the mattersrelating to ordinary business. Draft a notice along with notes in brief for calling annual general meetingof its shareholders. [Nov 2008]

7. TKR Limited wants to hold its statutory meeting on 20 December, 2009 to discuss the matters relating toinformation of the company and incidental matters thereto. Draft a notice alongwith notes in brief forcalling statutory meeting of the company. [Nov 2009]

8. Fifth Annual General Meeting of the shareholders of Devrishi Limited was held on 20 August, 2009 at itsregistered office at Mumbai. 55 shareholders attended the meeting in person and 6 shareholders inproxy. Several ordinary business regarding adoption of audited balance sheet, declaration of dividend,appointment and re-appointment of directors and auditors were transacted at the meeting. Draft theminutes of the Fifth Annual General Meeting of the shareholders Devrishi Limited. [Nov 2009]

9. The statutory meeting of PQR Limited was held on 20th January. 2010 at its registered office at Kolkata.As a secretary of the company, draft the minutes of the statutory meeting of the shareholders of thecompany. [May 2010]

10. MNP Limited was incorporated in September, 2010. Now the company wants to hold its first meeting ofthe Board of Directors. Draft a notice of the said meeting along with agenda. [Nov 2010]































Legal Deeds and Documents

7.1 Meaning of Document, Instrument and Deed

Document In general parlance, a document is a paper or other material thing giving information, proof or

evidence of anything. However, in legal sense, document means any matter written, expressed or described upon any

substance by means of letters, figures or marks or by more than one of those means, intended to beused, or which may be used, for the purpose of recording that matter.

Instrument Instrument means a formal legal document, which creates, confirms, transfers, extends, extinguishes

or records any right or liability. It is a formal writing of any kind, such as an agreement deed, charter or record, drawn up and

executed in a technical form.

Deed A deed is an instrument in writing (or other legible representation or words on parchment or paper)

purporting to effect some legal disposition. In India no distinction is made between instruments and deeds.

7.2 Partnership Deed

Contents of a Partnership Deed1. Date2. Names of Partners3. Preamble – Basis of Partnership

Name of firm Date of commencement Nature of business Place of business Duration of partnership

4. Recitals – Terms and Conditions Capital to be contributed, Additional contribution, Interest thereon Management of firm Remuneration of partners Accounts of firms, Inspection, Audit, Re-opening of accounts finalized Sharing of profits and losses of firm Bank accounts of firm and their operation Consequences of partnership firm on death or insolvency of partner Retirement from partnership Right of legal heir in case of death Stipulations as to not to transfer interest, misuse property, competing business



































Rights and Duties of partners as per Partnership Act Arbitration clause

5. Signatures and Attestation

Legal Formalities relating to Partnership Deed Stamp Paper of prescribed value Copy to be sent to Registrar of Firms for registration Pages of deed to be consecutively numbered & signed by all partners

Sample Partnership DeedPARTNERSHIP DEED

This deed of partnership made on ____________ (Date) between;1. _____ son of ____aged ___years, residing at _____ - herein referred to as FIRST PARTY2. ______son of_____aged ___years, residing at _____ - herein referred to as SECOND PARTY

WHEREAS the parties hereto have agreed to commence business in partnership on the terms and conditionsmutually agreed upon between them,AND WHEREAS it is considered expedient and desirable to reduce the terms of the agreement to writing,

NOW, THIS DEED OF PARTNERSHIP WITNESSETH AS FOLLOWS:

1. The firm’s name is_____________.2. The firm shall commence business on the______ day of _________.3. The business of the firm is in household appliances and goods. The firm may engage itself in any otherbusiness also, as may be mutually agreed upon between the partners.4. The firm shall carry out its business from ________________________.5. The partnership shall be at will.6. The capital of the firm is ` __________ of which `_________ has been contributed by_________ byaccount payee cheque dated_______ on the ______ Bank and `_________ has been contributedby_________ by account payee cheque dated_______ on the ______ Bank.7. If any additional capital is required by the firm, it shall be contributed by the partners in the ratio of_________ .8. The capital or credit in the current account of the partners shall not bear any interest. However, if anypartner overdraws from his current account, such overdrawal or debit balance in his current account shallbear interest at ____ per cent per annum payable to the firm.9. Both the partners shall be working partner, responsible for devoting their full time to the day-to-dayconduct of the firm’s business.10. _______ shall ensure that proper accounts are maintained for the business of the firm. ___________shallhave the right to inspect such accounts, supporting vouchers, bills, receipts, etc., at any time and takeextracts there from if he so desires.11. A general account shall be taken each year on the________ day of _______ of the assets and liabilitiesand of the profits and losses of the partnership and shall be audited by a firm of Chartered Accountants andshall be signed by each partner. Thereafter, such account may be reopened within three months of thesigning thereof only on discovery of some patent error in which case such error can be corrected. Otherwisethe signed accounts shall be binding on both the partners.12. The net profits of the partnership shall be divided between the partners in equal shares and they shallbear all losses in the same proportion. Such profits or losses shall be credited or debited, as the case may be,to the current account of the partners.13. The bankers of the partnership shall be _________________ . The account therein shall be in the firm’sname. All cheques in an amount exceeding ` 10,000/- shall require the signatures of both partners.14. The firm shall stand dissolved on the death or insolvency of a partner.























15. Either partner may give the other partner not less than two calendar months’ notice in writing of hisintention to determine the partnership. On receipt of such notice, the other partner shall have the right tobuy up the interest and share in the firm of the partner giving such notice, by paying him the amountsstanding to his credit as at the date on which such notice is received plus half the credit balancesrepresented by reserves, if any. No amount need be paid on account of any other matter such as forgoodwill, revaluation of stock, capital appreciation, etc. If the partner to whom notice has been issued is notdesirous of buying up the other partner’s interest and share in the firm, the firm shall stand dissolved on theexpiry of the notice period.16. On death of a partner, the surviving partner may either:(i) pay the legal heir of the deceased partner the value of his interest and share in the firm as stated in thepreceding clause, or(ii) take the legal heir as partner in place of the deceased with the same rights and obligations as thedeceased partner had, or(iii) dissolve the firm.17. Each partner shall be just and faithful to the other and shall render true accounts and full information ofall things concerning or affecting the firm to the other partner or his legal representative.18. Each partner shall pay his separate and private debts and indemnify the other partner and partnershipassets against all proceedings, claims or demands in respect thereof.19. Neither partner shall without the consent of the other—(i) carry on any business in_________ , either directly or indirectly or through any other firm besidesMessrs_________ ;(ii) assign or mortgage his interest or share in the firm;(iii) dispose of by way of loan, pledge, sale or otherwise, any part or whole of the partnership property.20. Any dispute arising out of this partnership shall be referred for adjudication to Messrs ___________ ,Chartered Accountants.

IN WITNESS whereof the parties hereunto have set their hands in the presence of witnesses.

Witness:1.[Name and address] First Party2.[Name and address] Second Party

7.6 Indemnity Bond

Meaning of Indemnity Bond A contract of indemnity as defined under Section 124 of the Indian Contract Act, 1872 is a contract

by which one party promises to save the other from loss caused to him by the conduct of thepromisor himself, or by the conduct of any other person.

A person who gives the indemnity is called indemnifier and a person for whom protection is given iscalled the indemnity holder.

Sample Indemnity Bond (for issue of duplicate interest/dividend warrant)INDEMNITY BOND

FOR ISSUE OF DUPLICATE INTEREST/REDEMPTION/DIVIDEND WARRANT(To be executed on non judicial stamp paper of `____)

XYZ LTD._______________(Registered Office)

Subject: Issue of Duplicate Dividend/Interest/Redemption warrant for the period ____________





7.6 Indemnity Bond












7.6 Indemnity Bond












WHEREAS I/We ____________ have lost/misplaced /not received Dividend Interest/Redemption warrants asper details given below:<<Folio No., No. of Shares/Deb., Period, Due Date, MICR/Cheque No., Amt. (`), Warrant No.>>

I/We hereby request you to please issue me a duplicate warrant against the above said.I/We have not charged, pledged, created any lien of any lien of any sort or encumbrance or otherwise dealtin, so as to create any adverse claim upon the amount of interest /Dividend / Redemption warrant as givenabove.

Now it is hereby agreed that in consideration of the Company issuing a duplicate warrant for the saidamount, I/We hereby covenant at all times hereafter and from time of save defend and deep indemnifiedthe company and their estates and effects from and against all actions, costs, suits, legal proceedings,accounts, claims, demands, losses, charges, damages expenses and liabilities of whatsoever nature which theCompany may sustain or incur by reason of such issue of duplicates also against any action which may bebrought against the Company by and any person claiming the interest accrued thereon and from add againstall damages, costs, charges, expenses, which the Company may incur in respect thereof or otherwise inrelation to the premises.

It is hereby further agreed that I/We hereby undertake to return and redeliver such duplicate warrant to thecompany on demand by the company and with or without such demand to produce and/or return theoriginal warrant received at my/ our own cost as the company shall require for the recovery thereof orotherwise in relation to the premises.


Place: SignaturesDate:

WITNESS:1.2.

7.8 Annual ReportSection 219(1) of the Companies Act, 1956 requires that a copy of every balance sheet (including the profitand loss account, auditor’s report, directors’ report and every other document required to be annexed orattached thereto) which is to be laid before the annual general of the company shall be sent, not less than21 days before the meeting, to every member of the company. In addition, a copy each must be sent toevery trustee for the debentures holders of the company and to all other persons so entitled.

Contents of an Annual Report

Mandatory Information Auditors Report Balance Sheet Profit and Loss Account Cash Flow Statements Schedules forming part of accounts Notes forming part of accounts








WITNESS:1.2.











WITNESS:1.2.








Statement pursuant to Section 212 of the Companies Act, 1956 (holding interest in subsidiaries) Information on Subsidiary Companies Auditors reports on Consolidated Financial Statement Consolidated Balance Sheet Consolidated Profit And Loss Account Consolidated Cash Flow Statement Schedules forming part of Consolidated Accounts Notes forming part of Consolidated Accounts.

Other Information included customarily Information about the company Management Team and Organization structure Top Leadership team People (Human Resources) Technology Market Shares and International operations Corporate social responsibility Directors Report Independent financials (e.g. 10 year highlights) Consolidated financials (e.g. 5 years highlights) Graphs and financial ratios Management discussion and analysis











This is a sample document only. You can purchase full notes athttp://coursemateonline.com

This is a sample document only. You can purchase full notes at http://coursemateonline.comThis is a sample document only. You can purchase full notes at http://coursemateonline.com. This is asample document only. You can purchase full notes at http://coursemateonline.com. This is a sampledocument only. You can purchase full notes at http://coursemateonline.com. This is a sample documentonly. You can purchase full notes at http://coursemateonline.com. This is a sample document only. You canpurchase full notes at http://coursemateonline.com. This is a sample document only. You can purchase fullnotes at http://coursemateonline.com. This is a sample document only. You can purchase full notes athttp://coursemateonline.com. This is a sample document only. You can purchase full notes athttp://coursemateonline.com.




This is a sample document only. You can purchase full notes at http://coursemateonline.comThis is a sample document only. You can purchase full notes at http://coursemateonline.com. This is asample document only. You can purchase full notes at http://coursemateonline.com. This is a sampledocument only. You can purchase full notes at http://coursemateonline.com. This is a sample documentonly. You can purchase full notes at http://coursemateonline.com. This is a sample document only. You can
















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