Course Outline for Business Law

Course
Details
Academic Session

Term

Course Name

Name of Instructor :

2015-17
Business Law
Anuj Puri

Course
Objectives
The past two decades have witnessed a complete revamp of Indian Legal Structure with the rise of first
generation regulators and the increased emphasis on corporate governance. The interface between the
commercial and the legal world is no longer restricted to the hackneyed issues like labour laws. The
enhanced role that modern day corporations enjoy in policy formulation coupled with imposition of
staggering liabilities in recent years has made it quintessential for an executive to acquire a nuanced
understanding of legal aspects of business. The global expansion of Indian Businesses has further ensured
that Managerial Professionals are increasingly facing complex legal disputes in unfamiliar territories.
Global compliance costs, extra-territorial jurisdiction, and unfamiliar legal systems are some of the constant
challenges that hamper the expansion and operation of global businesses. The principal aim of this course is
to familiarize the participants with their strategic legal options at every stage of formulation, development
and termination of a commercial relationship. This course provides a birds eye perspective of commercially
relevant legal issues like expropriation of business interests in foreign jurisdictions, global regulation of
internet and online dispute resolution, antitrust regulation of IT business, international business disputes,
policy objectives behind allocation of scarce natural resources like spectrum etc.

Learning
Outcomes
At the end of the course, the students will be cognizant of the legal environment surrounding the business
operations. The course aims at equipping the students with familiarity necessary for modern managers to
effectively address complex issues involving contracting, selection of appropriate corporate structure and
dispute resolution.
Pedagogy

The course instruction method involves lecture, case studies and class room discussions. Evaluation of real
life case studies would help the students develop an understanding of the legal issues involved in running a
modern day corporation.

COURSE REQUISITES: NIL

A. Prescribed Text Book

Daniel Albuquerque, Legal Aspects of Business, Oxford University Press {Please note that the prescribed
text book is for reference purpose only. The course discussion shall be led by power point presentation and
case studies}

B. Additional References if any

Managing Disputes-Mastering the Legal Aspects of Business-Excerpted from Winning Legally:

How to Use the Law to Create
Value, Marshal Resources, and Manage Risk By Constance E. Bagley, Harvard Business Press

Research paper titled An overview of the Competition Act, 2002 by Anuj Puri

Evaluation
Method

Course Evaluation
Sr. No.

Component

a)

End Term Examination

b)

Quiz
(not more than 40% of the total
weightage)

c)

Group Assignments
(See Annexure I)

Marks
40

Duration Of
Examination
2 hours

2 quizzes
45 minutes each
comprising of 20
marks each (total
40 marks)
20
3 hours

Nature of
Examination (Open
Book /Closed Book)
Open book, Laptops
not allowed
Closed book

Session-wise Plan
Session
No.
1.

2.

3.

4.

5.

Topic/s
Introduction
to
Indias
legal
framework, Key principles and the
Constitution of India-I
Rule of Law in present age
Rights
Liabilities
Constitution & Commerce
Introduction
to
Indias
legal
framework, Key principles and the
Constitution of India-II
Constitution and allocation of
natural resources
Introduction to working of
courts
Contract Law & Sale of Goods
Requisites
Formation
Breach
Types
Damages
Company Law-I
Various
Corporate
StructuresCompany, Partnership, LLP
Pros & Cons
Formation
Stakeholders
Management & Liability
Company Law-II
Meaning, nature and classification of
company

Formation of company

Memorandum of Association

Articles of Association

An Invitation to investmentProspectus, Shares and

Debenture

Management of company

Prevention of
Oppression of minority
shareholders

Winding Up of Company
Start up India

Case

6.
i.
ii.

iii.
iv.
v.
7.
i.
ii.
iii.

8.
i.
ii.
9.

Commercial Dispute
Resolution-I
Different Types of Dispute
Resolution Mechanisms
Corporation v.
Corporation- Common
Disputes & Common
Issues
Negotiation-An Overview
Mediation
Conciliation
Commercial Dispute
Resolution-II

Commercial Dispute
Resolution-III
Corporation v. Statutory
Body
Corporation v. Foreign
Government
Commercial Dispute
Resolution-IV
Expropriation of
Corporate Assets
Obsolescence
bargaining

Competition Law-I
Anti-Competitive Agreements

11.

Competition Law Law-II

Abuse of Dominance

13.

Bitumanil v. Sickranil

i.

Whats in a name?

Arbitration
Corporation v. Foreign
Citizen
Global Internet Regulation
& Online Dispute
Resolution Mechanism

10.

12.

i.

Competition Law-III
Mergers
Microsoft
Intel
Competition Law Compliance
Program
Negotiable Instruments Act

Promissory Note

Bill of exchange

Cheques

Bouncing of ChequesMeaning, reliefs and

penalties

i.

GMR in Maldives

i. Aguas Argentina

i. An autonomous existence
i. MCX v. NSE

14.

Holder in due course

concept and rights
Environmental Law
Environmental (Protection)
Act, 1986
An Overview of Law relating
to:
o
Water Pollution
o
Air Pollution
o
Noise Pollution
Role of Indian Judiciary
Intellectual Property Rights

Concept and Scope of

Intellectual Property

Law relating to Patents,

copyright and Trade mark

i. The People of the State of

California v. Pratibha Syntax

Right to Information
15.

Law relating to Mines and

Minerals in India

16.

Land Acquisition
Challenges faced by
the industry
Labour Laws
Factories Act
Workmen
Compensation Act
Industrial Disputes Act
Prevention of Corruption Act

17.

18.

19 & 20

Prevention of Money
Laundering Act
Product Liability, Torts and
Consumer Protection
Foreign Corrupt Practices Act
(FCPA)
Group Assignments

See-Annexure I

Annexure I
Overview: For the Group Assignment, the students will be divided in eleven groups of approximately five
students. There are twelve topics mentioned below. Each group would be assigned a topic. 1 Each group
would be required to submit a research report not exceeding five-pages on the assigned topic. The deadline
for submission of these research reports is 01.03.2016. No extensions are allowed for submission of the
research reports. Students may furnish a list of authorities apart from the aforesaid five pages. Relevant
citations may be mentioned in form of footnotes. Please note that indulgence in plagiarism will result in
deduction of all 20 marks. The group is expected to research on the assigned firm in accordance with the
points of research enumerated below amongst other relevant points.
Sessions 19 and 20 would be combined into a three-hour session. During the course of the three-hour
session, each group is required to make a power point presentation not exceeding ten slides. The time for
each presentation is 10 minutes. The powerpoint presentation need not be submitted along with the research
report and can be presented directly on the day of presentation. 10 out of 20 marks will be allotted for the
report submission and presentation by the group. The remaining 10 marks will be allotted for questions
asked during other group presentations. Please note that marks are allotted for intelligent and incisive
questions only. Any attempt at futile questioning would result in negative marking.
Topics
1. Firm engaged in construction of National Highway
2. Firm engaged in development of airport
3. Firm engaged in development of ship port
4. Firm engaged in exploration of natural gas2
5. The Goods and Services Tax Bill
6. The Insolvency and Bankruptcy Bill
7. Start up India
8. Predatory Pricing under Indian Competition Law
9. Legal roadmap for improving Indias ranking in ease for doing business
10. Law relating to Corporate Criminal liability in India
11. Indias approach to bilateral investment treaties

Profile of Instructor:
1 Where the assigned topic is a firm, the report shall be in form of a legal project report analysing the
legal eco system of the firm in question.
2
For the topics involving preparation of a legal roadmap for a particular firm an indicative (not
b.
c.
d.
e.
f.
g.
h.
i.

exhaustive) list of points of research is as follows:Which corporate form would you adopt?
In which state would you start the business and why?
Which are the governing legislations?
What are the key material legal risks?
How would you legally structure the business?
What are the material contracts?
Is there a regulator?
What are the potential liability issues?
Important caselaw governing the sector

Anuj Puri is an independent legal practitioner specializing in the fields of Competition Law and Dispute
Resolution. He holds a LL.M. Degree from Columbia University, New York wherein he graduated as Harlan
Fiske Stone Scholar and was also the recipient of Certificate of Achievement awarded by Parker School of
Foreign and Comparative Law for specialization in the realm of international and comparative law.
His previous work experience includes a stint with Amarchand & Mangaldas & Suresh A. Shroff & Co.,
New Delhi, wherein he advised and represented clients in competition law, arbitration, appellate and
transnational litigation. He was also a Competition Law Consultant to the Indian Institute of Corporate
Affairs, set up by Ministry of Corporate Affairs, wherein he was in charge of training Competition
Commission Officials and other Government of India Officers in the realm of Competition Law.
He is presently a visiting faculty to IIM Rohtak, IIM Shillong and Woxsen School of Business, Hyderabad
wherein he offers course on Legal aspects of Business. In the past, he has been a visiting faculty to IIM
Indore, IIM Tiruchirappalli and ICAI wherein he offered courses on Competition Law, International
Business Dispute Resolution, Business Laws and Arbitration Law. He has several legal articles to his credit
and has in the past also written for Wall Street Journal and Hindustan Times.