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CS Professional New Proposed Syllabus 2017

ICSI revised syllabus 2017 exposure draft. CS Professional Programme new proposed Syllabus 2017 to be approved by Syllabus Review Board of CS Institute.

The Institute of Company Secretaries of India (ICSI) has designed the proposed curriculum for the CS Professional Programme Course. The revision of ICSI syllabus is a continuous process towards capacity building, knowledge enhancement and skills development of Company Secretary students.

The CS executive students shall gain optimum output from the revised syllabus which incorporated regulatory and structural changes in last few years. The underlying Guiding Principles in formulation of syllabus are as under:

(a) To develop competence, professional skills and acumen to groom Company Secretaries as Governance, Risk and Compliance (GRC) professionals.

(b) To focus on core areas, ancillary to the Core and specialized areas of expertise, which requires integrated applications of core and ancillary areas.

(c) To develop attributes, skill sets and competency required for performance of role by a Company Secretary to cater to the needs of various types of industry.

(d) To facilitate employability of new members and groom their skills and confidence to enable them to venture into Practice on their own.

(e) To develop skills and competence of executive programme passed students to act as Secretarial Executive in companies or in professional and consultancy firms.

CS PROFESSIONAL PROPOSED SCHEME OF PAPERS

Module – 1

  1. Governance, Risk Management, Compliance and Ethics
  2. Advanced Tax Laws
  3. Drafting, Appearances and Pleadings
  4. Secretarial Audit, Compliance Management and Due Diligence

Module – 2

  1. Corporate Restructuring, Insolvency & Winding up
  2. Corporate Funding & Listing
  3. Corporate Disputes, Non- Compliances & Remedies
  4. Multidisciplinary Case Studies

CS Professional Programme New Proposed Syllabus 2017

Module 1

Paper 9: Governance, Risk Management, Compliance and Ethics

Part A: Governance (50 Marks)

Part B: Risk Management (20 Marks)

Part C: Compliance (20 Marks)

Part D: Ethics & Sustainability (10 Marks)

Paper 10: Advanced Tax Laws

Part A: GST & Customs Laws (70 marks)

Part B: Direct Tax and International Taxation (30 Marks)

Paper 11: Drafting, Appearances and Pleadings

  • Drafting and Pleadings
  • Appearing before NCLT/ NCLAT/ SAT/ CCI/ ROC/ RD/ RBI/ Stock Exchange/ SEBI/ RERA and other Tribunals/ Authorities
  • Art of Advocacy

Paper 12: Secretarial Audit, Compliance Management and Due Diligence

Part A: Secretarial Audit & other audits (50 marks)

Part B: Compliance Management (30 Marks)

Part C: Due Diligence (20 Marks)

Module 2

Paper 13: Corporate Restructuring, Insolvency, Liquidation & Winding up

Part A: Corporate Restructuring (50 Marks)

Part B: Insolvency, Liquidation & Winding up (50 Marks)

Paper 14: Corporate Funding & Listing

Part A: Corporate Funding (60 Marks)

Part B: Listing- National and International (40 Marks)

Paper 15: Corporate Disputes, Non– Compliances & Remedies

Oppression & mismanagement, frauds, Class Action Suits, Inquiries, Inspection & Investigation, Compounding/ Consents/ Adjudication under various Corporate & allied laws, Arbitration, Mediation and Conciliation, Prevention of Money Laundering

Paper 16: Multidisciplinary Case Studies

Comprehensive and integrated application of knowledge involving multiple areas

CS PROFESSIONAL PAPER 9 Syllabus 2017

Module-1

Paper 9: Governance, Risk Management, Compliance and Ethics

Objective:

To provide knowledge of best principles in Governance & Ethics, Sustainability aspects in business and insight into Risk Compliance Management Systems.

Part A: Governance (50 Marks)

  1. Conceptual Framework of Corporate Governance
  • Corporate Governance in Indian Ethos
  • Corporate Governance – International Scenario
  1. Legislative Framework of Corporate Governance in India
  • Companies Act
  • LODR
  • PSUs
  • Banks
  • Insurance Companies
  1. Board Effectiveness
  • Composition and Structures
  • Diversity in Board Room, Women Director
  • Selection and Appointment Process
  • Independent Directors and their Effectiveness
  1. Board Processes through Secretarial Standards
  2. Board Committees
  • Composition & Terms of Reference
  • Roles and Responsibilities
  1. Corporate Policies & Disclosures
  2. Directors’ Training and Development
  3. Performance Evaluation
  4. Related Party Transactions
  5. Corporate Governance and Shareholders’ Rights
  6. Corporate Governance and other Stakeholders
  • Employees
  • Customers
  • Lenders
  • Vendors
  • Government
  • Society, etc.
  1. Corporate Governance Forums
  2. Family Enterprise and Corporate Governance
  3. Dealing with Investor Associations, Proxy Services Firms and Institutional Investors

Case Laws, Case Studies & Practical Aspects

Part B: Risk Management (20 Marks)

  • Risk Identification
  • Risk Analysis
  • Risk Measurement
  • Risk Mitigation
  • Clarification and Investigation
  • Risk Audit
  • Risk Related Disclosures

Case Studies & Practical Aspects

Part C: Compliance (20 Marks)

  1. Compliance Management
  • Techniques of Risk Management and Significance of Compliance
  1. Devising proper systems to ensure compliance
  2. Ensuring adequacy and effectiveness of compliance system
  3. Internal Compliance Reporting Mechanisms
  4. Use of technology for Compliance Management
  5. Internal Control
  • Nature, Scope and Elements, Techniques of Internal Control System, Steps for Internal Control
  1. Integrated Reporting
  • Non-financial Reporting
  • Corporate Sustainability Reporting
  • Board Reporting
  • Annual Report
  • Other Reports under LODR, PIT, SAST

Case Studies & Practical Aspects

Part D: Ethics & Sustainability (10 Marks)

  1. Ethics & Business
  • Organisation Structure and Ethics
  • Addressing Ethical Dilemmas
  • Code of Ethics
  1. Sustainability
  • Corporate Sustainability Reporting Framework
  • Legal Framework, Conventions, Treaties on Environmental and Social Aspects
  • Triple Bottom Line
  • Principle of Absolute Liability – Case Studies
  • Contemporary Developments
  1. Models / Approaches to measure Business Sustainability
  • Altman Z-Score Model
  • Risk Adjusted Return on Capital
  • Economic Value Added (EVA)
  • Market Value Added (MVA)
  • Sustainable Value Added Approach
  1. Laws related to Anti- bribery

Case Studies & Practical Aspects

CS PROFESSIONAL PAPER 10 Syllabus 2017

Module 1

Paper 10: Advanced Tax Laws

Objectives:

To acquire advanced expert knowledge on practical application on Customs and GST Laws and working knowledge on practical application of Corporate taxation including International Tax.

Part A: GST and Customs Laws (70 Marks)

Goods and Service Tax ‘GST’

  1. An Overview on Goods and Services Tax ‘GST’
  • Introduction
  • Constitutional Aspects & Administration
  • Taxable Event & Concept of supply
  • Levy and collection of CGST and IGST
  • Composition scheme & Reverse Charge
  1. Time, Value & Place of Taxable Supply
  • Time, Place and Value of Taxable Supply
  • Job work provisions
  1. Input Tax Credit & Computation of GST Liability
  • Input tax credit
  • Computation of GST liability
  1. Procedural Compliance under GST
  • Registration
  • Tax Invoice, Debit & Credit Note, Account and Record, Electronic way Bill, electronic commerce,
  • Payment of Tax, Returns & Refund, E-Commerce
  • Audit
  • Anti Profiteering
  • Assessment
  1. Demand and Recovery, Offences and Penalties, Advance Ruling, Appeals and Revision
  • Advance Ruling
  • Demand and Recovery
  • Offence and Penalties
  • Appeals and Revision
  1. Integrated Goods and Service Tax (IGST)
  2. Union Territory Goods and Service tax (UTGST)
  3. GST States to Compensation Act
  4. Industry Specific Analysis

Customs Law

  1. Basic Concepts of Customs Law
  • Introduction
  • Levy and collection of customs duties
  • Taxable Events
  • Custom duties
  1. Valuation & Assessment of Imported and Export Goods & Procedural Aspects
  • Classification and Valuation of Import and Export Goods
  • Assessment
  • Abatement and Remission of Duty
  • Exemptions
  • Refund and recovery
  1. Arrival or Departure and Clearance of Goods, Warehousing, Duty Drawback, Baggage and Miscellaneous Provisions
  • Arrival and departure of goods
  • Clearance of Import and Export Goods & Goods in Transit
  • Transportation and Warehousing provisions
  • Duty Drawback provisions, Baggage Rules & provision related to prohibited goods, notified goods, specified goods, illegal importation / exportation of goods
  1. Advance Ruling, Settlement Commission, Appellate Procedure, Offences and Penalties
  • Advance Ruling
  • Appeal and Revision
  • Offences and Penalties
  • Prosecution
  • Settlement of Cases
  1. Foreign Trade Policy (FTP) to the extent relevant to Indirect tax
  • Export promotion scheme under FTP
  • Salient features, administration & Other miscellaneous provisions

Case Laws, Case Studies & Practical Aspects

Part B: Direct Tax & International Taxation (30 Marks)

  1. Corporate Tax Planning & Tax Management
  • Tax Planning, Tax Management and Tax Evasion
  • Areas of Corporate Tax Planning
  • Tax Planning Management Cell
  1. Taxation of Companies and Non-resident
  • Tax incidence on Companies including foreign company
  • Provision governing Minimum Alternate Tax ‘MAT’
  • Dividend Distribution Tax
  • Taxation of Non-resident Entities
  1. Basics of International Taxation
    1. Double Taxation Avoidance Agreement ‘DTAA’
      • Concept of International Taxation
      • Brief overview and various Articles of DTAA
      • Permanent Establishment (PE)
      • Business Connection (BE)
      • Basics of Base Erosion and Profit Shifting (BEPS)
    2. Transfer Pricing
      • Introduction & Concept of Arm’s Length Price
      • International and Specified Domestic Transaction
      • Transfer Pricing Methods
      • Advance Pricing Agreement & Roll Back Provision
      • Documentation and Return
    3. General Anti Avoidance Rules ‘GAAR’
      • Basic concept of GAAR
      • Impermissible avoidance arrangement
      • Arrangement to lack commercial substance
      • Application of GAAR Rule
      • GAAR v/s SAAR
    4. Place of Effective Management (POEM)
      • Concept of POEM
      • Guidelines of determining POEM
    5. Advance Ruling overview and objective

Case Laws, Case Studies & Practical Aspects

CS PROFESSIONAL PAPER 11 Syllabus 2017

Module 1

Paper 11: Drafting, Appearances and Pleadings

Objective:

To provide expert knowledge of drafting, documentation and advocacy techniques.

  1. Judicial & Administrative framework
  • Procedure
  • Jurisdiction and Review
  • Revisions
  • Reference
  • Appellate forum
  1. General Principles of Drafting and relevant Substantive Rules
  • Drafting: Concept, General Principles and relevant substantive rules thereof
  • Basic Components of Deeds, Endorsements and Supplemental Deeds Aids to Clarity and Accuracy, Legal Requirements and Implications
  • NCLT Rules and other guiding principles for drafting.
  1. Drafting and Conveyancing relating to Various Deeds and Agreements;
  • Conveyancing in General, Object of Conveyancing
  • Drafting of various Agreements including Joint Venture and Foreign Collaboration Agreement, Guarantees, Counter Guarantees, Bank Guarantees, Outsourcing Agreements, Service Agreements, E-Contracts, Legal Licence, IPR Agreements
  • General and Special Power of Attorney
  • Drafting of Pre-incorporation Contracts, Shareholders Agreements and Other Agreements under the Companies Act, 2013
  • Drafting of Memorandum of Association and Articles of Associations
  • Drafting of Provisions for Entrenchment of Specified Provision of Articles
  1. Pleadings
  • Pleadings in General; Object of Pleadings; Fundamental Rules of Pleadings
  • Civil: Plaint Structure; Description of Parties; Written Statements, Interlocutory Applications, Original Petition, Affidavit, Execution Petition and Memorandum of Appeal and Revision, Petition under Article 226 and 32 Constitution of India, Special Leave Petition
  • Criminal: Complaints, Criminal Miscellaneous Petition, Bail Application and Memorandum of Appeal and Revision
  • Drafting of Affidavit in Evidence; Arguments on Preliminary Submissions; Arguments on Merits; Legal Pleadings and Written Submissions, Application, Petitions, Revision Petitions, Notice of Motion, Appeal, Review, Suits, Undertakings, Indemnity Bonds, Writs, Legal Notices
  1. Secretarial Practices & Drafting:
  • Principles relating to Drafting of various resolutions.
  • Drafting of notices &Explanatory Statements
  • Preparation of Agenda for meetings
  • Drafting and recording of minutes
  1. Art of Writing Opinions
  • Understanding facts of the case
  • Application of relevant Legal Provisions to the facts
  • Research on relevant case Laws
  • Concussion and Opinion
  1. Appearances & Art of Advocacy
  • Requisites for entering appearances.
  • Appearing before Tribunals/Quasi-judicial Bodies such as NCLT/ NCLAT/ / CCI/ TRAI/ Tax Authorities and Appellate Tribunals/ ROC/ RD/ RBI/ ED/Stock Exchange/ SEBI/ RERA
  • Art of advocacy

Case Laws, Case Studies & Practical Aspects

CS PROFESSIONAL PAPER 12 Syllabus 2017

Module 1

Paper 12: Secretarial Audit, Compliance Management and Due Diligence

Objectives:

Part A (Secretarial Audit): To acquire knowledge about the Purpose, Process and preparation of Secretarial Audit Report

Part B (Compliance Management): To acquire thorough understanding of Internal Control & Compliance Management.

Part C (Due Diligence): To acquire understanding of the due diligence of various business transactions

Part A: Secretarial Audit & other audits (50 Marks)

Secretarial Audit:

  1. Overview & Introduction
  • Need & Objective of Audit
  • Type of Audits
  • Powers & Duties of Auditors
  • Applicability of various Audit
  • Appointment of Auditors
  • Compliance Audit and Efficiency Audit
  1. Auditing Principles
  • General principles of Auditing
  • Audit Planning
  • Audit Risk
  • Professional Judgment and professional Skepticism
  • Concept of Materiality
  1. Audit Techniques
  • Examination & Its process
  • Enquiry
  • Confirmation
  • Sampling
  • Compliance Test of Internal Control System
  • Substantive Checking
  • Dependence on other Expert
  • Analytical Review
  1. Scope of Secretarial Audit & Structure
  • Corporate Laws
  • Securities Contract Regulations Act, 1956
  • FEMA Regulations
  • SEBI Laws and Regulations
  • Industry Specific Laws
  • Board Process
  • Adequacy of System and Processes
  • Labour Laws, Industrial Laws & Other Laws
  • Reporting of Major events.
  1. Preparedness & Process – Company Prospective
  • Appointment of Auditors
  • Pre-audit Preparations
  • Conduct of Audit
  • Audit Finding & Remedial Measures
  1. Preparedness & Process – Secretarial Auditors Prospective
  • Audit Engagement and related Auditing Standards (CSAS-1)
  • Communication of Previous Auditor
  • Planning and designing of audit & CSAS – 2
  • Surveys & Risk assessment
  • Responses to assessed risks
  • Audit evidence
  1. Secretarial Audit Evaluation and Reporting
  • Analysis of Information, documents & Audit findings
  • Evaluating audit evidence and forming conclusions
  • Management Representation Letter
  • Discussion, Drafting of Report & Forming of Opinion& provisions of Auditing Standards on forming of Opinion (CSAS -3)
  • Auditing Standards on Secretarial Audit (CSAS -4)
  • Reporting of Fraud by Auditor
  • Professional Responsibilities and Penalties.
  1. Internal Audit & Performance Audit
  • Objective & Scope
  • Audit Techniques
  • Review of Purchase Operations
  • Review of Efficacy of MIS
  • Review of Policies and Programmes
  • Review of Manufacturing Operations
  • Review of Personnel Policies
  • Appraisal of Management Decisions.
  • Audit Recommendations
  1. Audit under Securities Laws
  • Corporate Governance Audit
  • Takeover Audit
  • Insider Trading Audit
  1. Labour Law Audit
  2. Cyber Audit
  3. Environmental Audit
  4. Forensic Audit

Case Studies & Practical Aspects

Part B: Compliance Management (30 Marks)

  1. Compliances – Company wise
  • Company Specific – Public, Private, Listed, Government
  • Compliance for Small Companies
  • Industry Specific Compliance
  • Compliance of Local Authorities
  • Compliances for Government
  1. Compliance – Segment wise
  • Services Sector
  • Manufacturing
  • Trading
  • E-Commerce
  • Mines
  1. Internal Control
  • Organisational Status of Internal Auditing Function
  • Internal Audit vis-à-vis Statutory Audit
  • Steps for Audit Evaluation
  • Audit Testing
  • Inter-Firm and Intra-Firm Comparisons
  • Ratio and Trend Analysis
  1. Search and Status Report
  • Type of Searches
  • Purpose and Objective of Search Reports
  • Search under Companies Act, IPR Laws, Property Title Search
  • National & International
  1. Signing and Certification
  • Nature & Significance
  • Type of Certification(s) by Company Secretary in practice
  • Pre-certification of Forms
  • Signing & certification of Annual Return
  • Obligation and Penal provision

Part C: Due Diligence (20 Marks)

  1. Due Diligence – An Overview
  • Introduction
  • Nature, Need and Significance
  • Objectives
  • Types of Various Due Diligence
  • Non-Disclosure Agreement
  1. Techniques of Due Diligence & Risk Assessment Due Diligence
  • Preliminary Checklist Development of Specific Checklist
  • Industry Trend Analysis
  • Preparation for Due Diligence
  • Process of Due Diligence
  • Data Room in Due Diligence
  • Factors to be kept in mind while conducting Due Diligence
  1. Due Diligence & Reporting
  • Due Diligence of all types including for Merger, Amalgamation, Slump Sale, Takeover, IPO & issue of securities, Depository Receipts
  • Compliance of specific transactions
  1. RBI Due Diligence Report

Case Laws, Case Studies & Practical Aspects

CS PROFESSIONAL PAPER 13 Syllabus 2017

Module-2

Paper 13: Corporate Restructuring, Insolvency, Liquidations& Winding-up

Objective:

To provide expert knowledge of legal, procedural and practical aspects of Corporate Restructuring, Insolvency, Liquidation & Winding-up.

Part A: Corporate Restructuring (50 Marks)

  1. Types of Corporate Restructuring
  • Merger, Amalgamation, Slump Sale
  • Demerger, Disinvestment
  • Joint Venture, Strategic Alliance
  • Financial Restructuring (Buy-back, Alteration & Reduction)
  1. Acquisition of Company/ Business
  • Acquisition
  • Takeover under SAST Regulations
  • Cross Borders Takeovers – Procedure
  1. Planning & Strategy
  • Case Studies pertaining to Merger, Amalgamation, Restructuring
  • Studies of Judicial pronouncements
  1. Procedural Aspect of Merger/Amalgamation
  • Procedural activities under Companies Act, 2013,
  • SEBI Regulations
  • Approvals in scheme of Amalgamation
  1. Documentation-Merger, Amalgamation
  • Drafting of Scheme
  • Drafting of Notice and Explanatory Statement
  • Drafting of application & Petition
  1. Accounting in Corporate Restructuring – Concept and Accounting Treatment
  • Methods Accounting for Amalgamations, AS-14/ Ind AS 103
  • Treatment of Reserves, Goodwill
  • Pre- Acquisition & Post-Acquisition Profit
  • Accounting in Books of Transferor and Transferee; Merger and De-Merger
  • Acquisition of Business and Internal Reconstruction
  1. Taxation & Stamp Duty aspects of Corporate Restructuring
  • Capital Gain
  • Set-off and carry forward under section 2(14) of Income Tax Act.
  • Deemed Dividend
  • Payment of Stamp Duty on Scheme
  • Payment of Stamp duty on movable and immovable properties
  1. Valuation of Business and Assets for Corporate Restructuring
  • Type of Valuations
  • Valuation Principles & Techniques for Merger, Amalgamation, Slump Sale, Demerger
  • Principles & Techniques of Reporting
  1. Regulatory approvals of scheme from CCI, Income Tax, Stock Exchange, SEBI, RBI, etc.
  2. Appearance before NCLT / NCLAT
  3. Legal: Small Companies, Holding Companies, Listed Companies, Unlisted Companies
  4. Fast Track Mergers
  5. Cross Border Mergers

Case Laws/ Case Studies/ Practical aspects

Part B: Insolvency, Liquidation & Winding-Up (50 Marks)

  1. Insolvency
  • Historical Background
  • Pillars of IBC, 2016 [IBBI, IPA, IP, AA, Information Utility]
  • Key Definitions and Concepts
  1. Petition for Corporate Insolvency Resolution Process
  • Legal Provisions
  • Procedure, Documentation
  • Appearance, Approval
  • Case Laws
  1. Resolution Strategies
  • Restructuring of Equity & Debt
  • Compromise & Arrangement
  • Acquisition, Takeover & Change of Management
  • Sale of Assets
  1. Preparation & Approval of Resolution Plan
  • Contents of resolution plan
  • Submission of resolution plan
  • Approval of resolution plan
  1. Convening and conduct of meetings of Committee of Creditors
  • Constitution of Committee of Creditors
  • Procedural aspects for meeting of creditors
  1. Role/ functions of IP/ IRP/ RP
  2. Individual/ Firm Insolvency
  • Application for insolvency resolution process
  • Report of resolution professional
  • Repayment plan
  • Discharge Order
  1. Fresh Start Process
  • Person eligible to apply for fresh start
  • Application for fresh start order
  • Procedure after receipt of application
  • Discharge order
  1. Debt Recovery & SARFAESI
  • Non-Performing Assets
  • Asset Reconstruction Company
  • Security Interest (Enforcement) Rules, 2002
  • Evaluation of various options available to bank viz. SARFASEI, DRT, Insolvency Proceedings
  • Application to the Tribunal/Appellate Tribunal
  1. Cross Border Insolvency
  • International Perspective and Global Developments
  • UNCITRAL Legislative Guide on Insolvency Laws
  • US Bankruptcy Code
  • Enabling provisions for cross border transactions under IBC
  1. Liquidation on or after failing of RP
  • Initiation of Liquidation
  • Distribution of assets
  • Dissolution of corporate debtor
  1. Voluntary Liquidation
  • Procedure for Voluntary Liquidation
  • Powers and duties of the Liquidator
  • Completion of Liquidation
  1. Winding-up by Tribunal under the Companies Act
  • Procedure of Winding-up by Tribunal
  • Powers and duties of the Company Liquidator
  • Fraudulent preferences

Case Laws, Case Studies and Practical aspects

CS PROFESSIONAL PAPER 14 Syllabus 2017

Module: 2

Paper 14: Corporate Funding & Listings

Objective:

To provide practical knowledge of means of finance available to corporate at their stage of journey, their suitability, pros and cons, process, compliances etc.

Part-A: Corporate Funding (60 Marks)

  1. Indian Equity- Public Funding
  • IPO/FPO
  • Preferential Allotment
  • Private Placement
  • Qualified Institutional Placement
  • Institutional Private Placement
  • Rights Issue
  • REIT
  • INvIT
  1. Indian Equity- Private funding
  • Venture capital
  • Alternative Investment Fund
  • Angel Funds
  • Seed Funding
  • Private Equity
  1. Indian equity- Non Fund based
  • Bonus issue
  • ESOP
  1. Debt Funding – Indian Fund Based
  • Debentures, Bonds
  • Bank Finance
  • Project Finance including machinery or equipment loan against property, Loan against shares
  • Working Capital Finance- Overdrafts, Cash Credits, Bill Discounting, Factoring etc.
  1. Debt Funding – Indian Non fund Based
  • Letter of Credit
  • Bank Guarantee
  • SBLC etc.
  1. Foreign Funding – Instruments & Institutions
  • External Commercial Borrowing
  • ADR/GDR
  • FCCB
  • IFC, ADB, IMF
  1. Other Borrowings Tools
  • Inter-corporate Loans
  • Commercial Paper etc.
  • Deposits under Companies Act
  • Customer Advances/Deposits
  1. Non-Convertible Instruments- NCRPs etc.

Part B: Listing (40 Marks)

  1. Listing–Indian Stock Exchanges
  • Equity Listing (SME, ITP, Main)
  • Debt Listing
  • SEBI ICDR Regulations
  1. International Listing
  • Singapore Stock Exchange
  • Luxembourg Stock Exchange
  • NASDAQ-NGSM, NCM, NGM
  • London Stock Exchange- Main, AIM
  1. Various Procedural requirement for issue of securities and Listing
  2. Documentation & Compliances

CS PROFESSIONAL PAPER 15 Syllabus 2017

Module 2

Paper 15: Corporate Disputes, Non-Compliances & Remedies

Objective:

To acquire knowledge of various kinds of corporate disputes under various laws and their resolution.

  1. Shareholders’ Democracy & Rights
  • Law relating to Majority Powers and Minority Protection
  • Class action suit
  1. Corporate Disputes
  • Oppression & Mismanagement- Law & Practice
  • Refusal of registration of transfer of securities & appeal against refusal
  • Wrongful withholding of property of company
  1. Fraud under Companies Act and IPC
  2. Misrepresentation& Malpractices
  • Companies Act, 2013, RBI Act, SEBI Act, FEMA, COFEPOSA,
  • Prevention of Money Laundering Act
  • Malpractices under various laws
  1. Regulatory Action
  • Enquiries
  • Inspection
  • Investigation
  • Search and Seizure
  • Arrest

(Income Tax, ROC, SFIO, RD, Stock Exchange, SEBI, RBI, ED, CBI,)

  1. Defaults, Adjudication, prosecutions and penalties under the Companies Act, Securities Laws, FEMA, COFEPOSA, Money Laundering & Tax Laws
  2. Penalty and Punishment under various laws
  3. Relief and Remedies
  • Compounding of offences under Companies Act, SEBI & FEMA
  • Settlement and Proceeding (Consent order under SEBI law)
  • Appeal against the order of Adjudicating officer, SAT, NCLT, NCLAT, Enforcement Directorate, IT Commissioner, GST Commissioner
  • Revision of order
  • Appearance before Quasi-judicial and other bodies- NCLT, NCLAT, SAT, SEBI, RD, ROC, RBI

CS PROFESSIONAL PAPER 16 Syllabus 2017

Module 2

Paper 16: Multidisciplinary Case Studies

Objective:

To test the students in their theoretical, practical and problem solving abilities.

Case studies mainly on the following areas:

  • Corporate Laws including Company Law
  • Securities Laws
  • FEMA
  • Insolvency Laws
  • Competition Laws
  • Business Strategy and Management
  • Interpretation of Law including
    • Limitation Act, 1963
    • Indian Evidence Act, 1872
    • Civil Procedure Code, 1908

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