The Institute of Company Secretaries of India (ICS)
has approved the new syllabus (Syllabus 2017) for the Executive
Programme of the Company Secretaryship (CS) Course. The New Syllabus
shall comprise of Eight papers at Executive Programme.
The Council of the Institute of Company Secretaries of India in
exercise of the powers vested under clause (a) of subsection (2) of
Section 15 of the Company Secretaries Act, 1980, as amended by the
Company Secretaries (Amendment) Act, 2006 approved the new syllabus
(Syllabus 2017) for the Executive and Professional Programmes of the
Company Secretaryship Course.
The new syllabus has been developed after extensive deliberations and
brainstorming, adopting 360 degree approach by Core Group on Vision New
ICSI 2022 under the Chairmanship of CS Pavan Kumar Vijay, Past
President, ICSI. The same was subsequently deliberated and approved by
the Syllabus Review Board.
CS EXECUTIVE NEW SYLLABUS PAPERS
The nomenclature of eight papers of the
Executive Programme & nine papers of Professional Programme
including electives under the new syllabus are as under:
Module – 1
- Jurisprudence, Interpretation & General Laws
- Company Law
- Setting up of Business Entities & Closure
- Tax Laws
Module – 2
- Corporate & Management Accounting
- Securities Laws & Capital Markets
- Economic, Business and Commercial Laws
- Financial and Strategic Management
Applicability of New Syllabus for CS Executive Programme Candidates
The first examination of the CS Executive Programme under the new syllabus shall be held in December, 2018
-
Registration Starts March 2018:
Candidates registered effective from 1st March, 2018
shall be examined under the new syllabus 2017. That means if you
registered prior to 01-03-2018 shall be allowed to appear in the
Executive Program Examination under the old syllabus 2013 upto and
including December, 2019.
-
Option to Appear under New Syllabus:
Candidates registered prior to 1st March, 2018 will be permitted to
appear in the Executive Program Examination under the new syllabus if
they so opt.
-
Last Exam under Old Syllabus:
The last examination of the Executive Programme under the old syllabus shall be held in December, 2019.
-
Exam Under New Syllabus only:
From and including June 2020, Executive Programme Examination shall be held under the new syllabus only.
CS Executive Programme New Syllabus 2017
This program has been designed to develop skills and competence
of executive program passed students to act as Secretarial Executive in
companies or in professional and consultancy firms).
Module 1
Paper 1: Jurisprudence, Interpretation & General Laws [Max Marks 100]
Constitution of India, Law of Torts, Interpretation of Statutes &
Other General Laws (Limitation, Specific Relief, Evidence, Stamp,
Registration, General Clauses, CPC, CrPC, Arbitration, RTI)
Paper 2: Company Law [Max Marks 100]
Part I: Company – Law, Principles and Concepts,
Companies Act, 2013 except areas covered in Paper 3 and other papers in professional paper (50 Marks)
Part II: Company Administration and Meetings
Law and Practices (Directors, KMP, Board and General Meetings, Secretarial Standards) (40 Marks)
Part III: Company Secretary as a profession (10 Marks)
Paper 3: Setting up of Business Entities & Closure [Max Marks 100]
Part A: Setting up of Business (40 Marks)
- Setting up of various types of business& other Entities
- Setting up of professional firms
- Setting up of business outside India
Part B: Registration, Licence & Compliances (35 Marks)
Part C: Insolvency, Liquidation & Closure of Business (25 Marks)
Paper 4: Tax Laws [Max Marks 100]
Part I: Direct Taxes (50 marks)
Part II: Indirect Taxes-Goods and Services Tax (50 Marks)
Module 2
Paper 5: Corporate & Management Accounting [Max Marks 100]
Part I: Corporate Accounting (60 Marks)
Part II: Management Accounting and Valuation (40 marks)
Paper 6: Securities Laws & Capital Markets [Max Marks 100]
Part I: Securities Laws (70 Marks)
Part II: Capital Markets & Intermediaries (30 Marks)
Paper 7: Economic, Business and Commercial Laws [Max Marks 100]
Part I: Foreign Exchange Management & NBFCs (40 Marks)
Part II: Competition Law (25 marks)
Part III: Business and Commercial Laws (35 Marks)
Paper 8: Financial and Strategic Management [Max Marks 100]
Part I: Financial Management (60 Marks)
Part I: Strategic Management (40 Marks)
Detailed Syllabus for CS Executive Paper 1 New Syllabus 2017
Executive Programme
Module 1
Paper 1
Jurisprudence, Interpretation and General Laws (Max Marks 100)
Objective:
To provide understanding and working knowledge of sources of law,
Constitution, legislative environment, interpretation of statutes and
general laws.
Detailed Contents
1. Sources of Law:
Meaning of Law and its Significance; Relevance of Law to Civil
Society; Jurisprudence & Legal Theory; Schools of Law propounded by
Austin, Dean Roscoe Pound, Salmond, Kelsen and Bentham; Statutes,
Subordinate Legislation, Custom, Common Law, Precedent, Stare decisis.
2. Constitution of India:
Broad Framework of the Constitution of India; Fundamental Rights,
Directive Principles of State Policy and Fundamental Duties; Legislative
framework and Powers of Union and States; Judicial framework;
Executive/Administrativeframework; Legislative Process; Money Bill;
Finance Bill and Other Bills; Parliamentary Standing Committees and
their Role; Writ Jurisdiction of High Courts and the Supreme Court;
Different types of writs.
3. Interpretation of Statutes:
Need for interpretation of a statute; Principles of Interpretation;
Aids to Interpretation; Legal Terminologies; Reading a Bare Act &
Citation of Cases.
4. General Clauses Act, 1897:
Key Definitions; General Rule of Construction; Retrospective
Amendments; Powers and Functions; Power as to Orders, Rules etc., made
under Enactments.
5. Administrative Laws:
Conceptual Analysis; Source and Need of Administrative Law; Principle of Natural Justice; Administrative
Discretion; Judicial Review & Other Remedies; Liability of Government, Public Corporation.
6. Law of Torts:
General conditions of Liability for a Tort; Strict and Absolute Liability; Vicarious Liability; Torts or wrongs to
personal safety and freedom;Liability of a Corporate Entity/Company in Torts; Remedies in Torts.
7. Limitation Act, 1963:
Computation of the Period of Limitation; Bar of Limitation; Effect of acknowledgment; Acquisition of
ownership by Possession; Classification of Period of Limitation.
8. Civil Procedure Code, 1908:
Structure and Jurisdiction of Civil Courts; Basic Understanding of
Certain Terms – Order, Judgment and Decree, Stay of Suits, Cause of
Action, Res Judicata, Summary Proceedings, Appeals, Reference, Review
and Revision; Powers of Civil Court and their exercise by Tribunals;
Institution of Suit; Summary Procedure.
9. Indian Penal Code, 1860:
Introduction; Offences against Property-Criminal Misappropriation of
Property, Criminal Breach of Trust, Cheating, Fraudulent Deeds and
Dispositions of Property; Offences relating to Documents and Property
Marks- Forgery;
Defamation; Abetment and Criminal Conspiracy.
10. Criminal Procedure Code, 1973:
Classes of Criminal Courts; Power of Courts; Arrest of Persons; Mens
Rea; Cognizable and Non-Cognizable Offences; Bail; Continuing Offences;
Compounding of Offences; Summons and Warrants; Searches; Summary Trial.
11. Indian Evidence Act, 1872:
Statements about the facts to be proved; Relevancy of facts connected
with the fact to be proved; Opinion of Third Persons ; Facts of which
evidence cannot be given; Oral, Documentary and Circumstantial Evidence;
Burden
of proof; Presumptions; Estoppel; Witness; Improper admission & rejection of evidence.
12. Special Courts, Tribunals under Companies Act & Other Legislations:
Constitution; Powers of Tribunals; Procedure before Tribunals; Powers
of Special Courts; Power to punish for contempt; Overview of NCLT
Rules; Quasi-Judicial Authorities.
13. Arbitration and Conciliation Act, 1996:
Arbitration Law in India; Appointment of Arbitrators; Judicial
Intervention; Award; Recourse against Award; Conciliation and Mediation.
14. Indian Stamp Act, 1899:
Key Definitions; Principles of Levy of Stamp Duty; Determination,
Mode and timing of Stamp Duty; Person responsible; Consequences of
Non-Stamping and Under-Stamping; Adjudication; Allowance and Refund ;
Concept of E-Stamping.
15. Registration Act, 1908: Registration of Documents:
Compulsory, Optional; Time and Place of Registration; Consequences of Non-Registration; Prerequisites for Registration.
16. Right to Information Act, 2005:
Key Definitions; Public Authorities & their Obligations; Role of
Central/State Governments; Central Information Commission; State
information Commission.
17. Information Technology Act, 2000:
Introduction, definition, important terms under the Act; Digital
Signatures, Electronic Record, Certifying Authority, Digital Signature
Certificate; Cyber Regulation Appellate Tribunal; Offences and
Penalties; Rules relating to sensitive personal data under IT Act.
Case Laws, Case Studies & Practical Aspects
Detailed Syllabus for CS Executive Paper 2 New Syllabus 2017
Executive Programme
Module 1
Paper 2
Company Law (Max Marks 100)
Objective
To impart expert knowledge of the various provisions of the Companies
Act, its schedules, rules, notifications, circulars including
secretarial practice, case laws and Secretarial Standards.
Detailed Contents
Part I: Company Law, Principles &Concepts (50 Marks)
1. Introduction to Company Law:
Jurisprudence of Company Law; Meaning, Nature, Features of a company;
Judicial acceptance of the company as a separate legal entity; Concept
of Corporate Veil, Applicability of Companies Act; Definitions and Key
Concepts.
2. Shares and Share Capital:
Meaning and types of Capital; Concept of issue and allotment; Issue
of Share certificates; Further Issue of Share Capital; Issue of shares
on Private and Preferential basis; Rights issue and Bonus Shares; Sweat
Equity Shares
and ESOPs; Issue and Redemption of preference shares; Transfer and
Transmission of securities; Buyback of securities; dematerialization and
re-materialization of shares; Reduction of Share Capital.
3. Members and Shareholders:
How to become a member; Register of Members; Declaration of
Beneficial Interest; Rectification of Register of Members; Rights of
Members; Variation of Shareholders’ rights; Shareholders Democracy;
Shareholder agreement, Subscription Agreements, Veto powers.
4. Debt Instruments:
Issue and redemption of Debentures and Bonds; creation of security; Debenture redemption reserve;
5. Charges:
Creation of Charges; Registration, Modification and Satisfaction of
Charges; Register of Charges; Inspection of charges; Punishment for
contravention; Rectification by Central Government in Register of
charges.
6. Distribution of Profits:
Profit and Ascertainment of Divisible Profits; Declaration and
Payment of Dividend; Unpaid Dividend Account; Investor Education and
Protection Fund; Right to dividend; rights shares and bonus shares to be
held in abeyance.
7. Corporate Social Responsibility:
Applicability of CSR; Types of CSR Activities; CSR Committee and Expenditure; Net Profit for CSR; Reporting requirements.
8. Accounts, Audit and Auditors:
Books of Accounts; Financial Statements; National Financial Reporting
Authority; Auditors Appointment, Resignation and Procedure relating to
Removal, Qualification and Disqualification; Rights, Duties and
Liabilities; Audit and Auditor’s Report; Cost Audit; Secretarial Audit;
Special Audit; Internal Audit.
9. Transparency and Disclosures:
Board’s Report; Annual Return; Annual Report; Website disclosures; Policies.
10. An overview of Inter-Corporate Loans, Investments, Guarantees and Security, Related Party Transactions.
11. Registers and Records:
Maintenance and Disposal.
12. An overview of Corporate Reorganization:
Introduction of Compromises, Arrangement and amalgamation, Oppression
and Mismanagement, Liquidation and winding-up; Overview of Registered
Valuers; Registration Offices and Fees; Companies to furnish information
and statistics.
13. Introduction to MCA 21 and filing in XBRL.
14. Global Trends and Developments in Company Law.
Case Laws, Case Studies and Practical Aspects.
Part II: Company Administration and Meetings – Law and Practices (40 Marks)
15. Board Constitution and its Powers:
Board composition; Restriction and Powers of Board; Board Committees-
Audit Committee, Nomination and Remuneration Committee, Stakeholder
relationship Committee and other Committees.
16. Directors:
DIN requirement, Types of Directors; Appointment / Reappointment,
Disqualifications, Vacation of Office, Retirement, Resignation and
Removal, and Duties of Directors; Rights of Directors; Loans to
Directors; Disclosure of Interest.
17. Key Managerial Personnel (KMP’s) and their Remuneration:
Appointment of Key Managerial Personnel; Managing and Whole-Time
Directors, Manager, Chief Executive Officer and Chief Financial Officer;
Company Secretary – Appointment, Role and Responsibilities, Company
Secretary as a Key Managerial Personnel; Functions of Company Secretary;
Officer who is in default; Remuneration of Managerial Personnel.
18. Meetings of Board and its Committees:
Frequency, Convening and Proceedings of Board and Committee meetings;
Agenda Management; Management Information System; Meeting Management;
Resolution by Circulation; Types of Resolutions; Secretarial Standard –
1; Duties of Company Secretaries before, during and after Board/
Committee Meeting.
19. General Meetings:
Annual General Meeting; Extraordinary general Meetings; Other General Meetings; Types of Resolutions;
Notice, Quorum, Poll, Chairman, Proxy; Meeting and Agenda; Process of
conducting meeting; Voting and its types-vote on show of hands, Poll,
E-Voting, Postal ballot; Circulation of Members’ Resolutions etc.;
Signing and Inspection of Minutes; Secretarial Standard – 2; Duties of
Company Secretaries before, during and after General Meeting.
20. Virtual Meetings:
Technological Advancement in conduct of Board Committee &General Meetings; e-AGM.
Case Laws, Case Studies and Practical Aspects.
Part III: Company Secretary as a Profession (10 Marks)
21. Legal framework governing Company Secretaries:
The Company Secretaries Act, 1980 along with Rules and Regulations;
Disciplinary Mechanism and Penalties for Professional Misconduct; Ethics
in Profession, Professional Liabilities.
22. Secretarial Standards Board:
Secretarial Standards Board of ICSI; Process of making Secretarial Standards; Need and Scope of Secretarial Standards.
23. Mega Firms:
Concept of mega firms; Benefits of mega firms, Eligibility criteria for partner, Agreement between partners;
management of Firm; Collective multidisciplinary expertise; Public Relation and Brand Building.
Case Laws, Case Studies and Practical Aspects.
Detailed Syllabus for CS Executive Paper 3 New Syllabus 2017
Executive Programme
Module 1
Paper 3
Setting up of Business Entities and Closure(Max Marks 100)
Objective:
To provide working knowledge and understanding of setting up of business entities and their closure.
Detailed Contents
Part A: Setting up of Business (40 Marks)
1. Choice of Business Organization:
Key features of various structures and issues in choosing between
business structures including identification of location; tax
implications etc.
2. Company:
Private Company; Public Company; One Person Company; Nidhi Company;
Producer Company; Foreign Company-Liaison Offices; Branch Office &
Project Office; Formation and Registration.
3. Charter documents of Companies:
Memorandum of Association and Articles of Association; Doctrine of
ultra-vires; Doctrine of indoor management; Doctrine of constructive
notice; Incorporation Contracts; Alteration in MOA & AOA- Change of
name; registered office address; objects clause; alteration in share
capital and alteration in articles of association.
4. Legal status of Registered Companies:
Small Company; Holding Company; Subsidiary Company & Associate
Company; Inactive Company; Dormant Company; Government Company.
5. Limited Liability Partnership:
Concept of LLP; Formation and Registration; LLP Agreement; Alteration in LLP Agreement; Annual and Event Based Compliances.
6. Other forms of business organizations:
Partnership; Hindu Undivided Family; Sole Proprietorship; Multi State
Co-operative Society; Formation; Partnership Agreement and its
registration.
7. Institutions Not For Profit &NGOs:
Section 8 Company; Trust and Society- Formation and Registration.
8. Financial Services Organization:
NBFCs; Housing Finance Company; Asset Reconstruction Company; Micro
Finance Institutions (MFIs); Nidhi Companies; Payment Banks;
Registration.
9. Start-ups:
Start-up India Policy; Registration Process; Benefits under the
Companies Act and other Government Policies; Different types of capital-
Seed Capital; Venture Capital; Private Equity; Angel Investor; Mudra
Bank.
10. Joint Ventures; Special Purpose Vehicles:
Purpose and Process.
11. Setting up of Business outside India:
Issues in choosing location; Structure and the processes involved.
12. Conversion of existing business entity:
Conversion of private company into public company and vice versa;
Conversion of Section 8 company into other kind of Company; Conversion
of Company into LLP and vice versa; Conversion of OPC to other type of
company and vice versa; Company authorised to be registered under the
Act (Part XXI Companies); and other types of conversion.
Part B: Registration; Licenses & Compliances (35 Marks)
13. Various Initial Registrations and Licenses:
Mandatory Registration – PAN; TAN; GST Registration; Shops &
Establishments; SSI/MSME; Additional Registration/License – ESI/PF;
FCRA; Pollution; Other registration as per requirement of sector; IE
Code; Drug License; FSSAI; Trademark; Copyright; Patent; Design; RBI;
Banking; IRDA; Telecom; I & B; MSME Registration; UdyogAadhar
Memorandum; Industrial License, Industrial Entrepreneurs Memorandum
(IEM); State Level Approval from the respective State Industrial
Department.
14. Maintenance of Registers and Records:
Register and Records required to be maintained by an enterprise.
15. Identifying laws applicable to various Industries and their initial compliances:
Compliance of industry specific laws applicable to an entity at the time of setting up of the enterprise.
16. Intellectual Property laws (Provisions applicable for setting up of business):
Copyright Act; 1957; Patents Act; 1970; Trade Mark Act; 1999;
Geographical indication of Goods (Registration and Protection) Act;
1999; Designs Act; 2000.
17. Compliances under Labour Laws (Provisions applicable for setting up of business):
Factories Act; 1948; Minimum Wages Act; 1948;Payment of Wages Act;
1936; Equal Remuneration Act; 1976; Employees’ State Insurance Act;
1948;Employees’ Provident Funds and Miscellaneous Provisions Act; 1952;
Payment of Bonus Act; 1965; Payment of Gratuity Act; 1972; Employees
Compensation Act; 1923; Contract Labour (Regulation and Abolition) Act;
1970; Industrial Disputes Act; 1947; Trade Unions Act; 1926; Maternity
Relief Act; 1961; Child and Adolescent Labour (Prohibition and
Regulation) Act; 1986;Persons with Disabilities ( Equal Opportunities;
Protection of Rights and Full Participation ) Act, 1995; Prevention of
Sexual Harassment of Women at Workplace (Prevention; Prohibition and
Redressal) Act; 2013.
18. Compliances relating to Environmental laws (Provisions applicable for setting up of business):
Water (Prevention and Control of Pollution) Act; 1974;Air (Prevention
and Control of Pollution) Act; 1981; Environment Protection Act; 1986;
Public Liability Insurance Act; 1991;National Green Tribunal Act; 2010.
Part C :Insolvency; Winding up& Closure of Business (25 Marks)
19. Dormant Company: Obtaining dormant status and dormant to active status.
20. Strike off and restoration of name of the company and LLP.
21. Insolvency Resolution process; Liquidation and Winding-up: An overview.
Detailed Syllabus for CS Executive Paper 4 New Syllabus 2017
Executive Programme
Module 1
Paper 4
Tax Laws(Max Marks 100)
Objective
Part I: To provide working knowledge on practical application of Direct Tax Laws.
Part II: To provide conceptual knowledge of GST with practical application of GST Laws.
Part I: Direct Taxes (50 marks)
Detailed Contents
1. Direct Taxes at a Glance:
Background of Taxation system in India; Vital Statistics; Layout; Administration.
2. Basic concepts of Income Tax:
An overview of Finance Bill, ; Important definitions under Income Tax
Act, 1961; Distinction between Capital and Revenue Receipts and
Expenditure; Residential Status & Basis of Charge; Scope of Total
Income; Tax Rates.
3. Incomes which do not form part of Total Income:
Incomes not included in Total Income; Tax holidays.
4. Computation of Income under Various Heads:
Income from Salary; Income from House Property; Profit and Gains of
Business or Profession; Capital Gains; Income from Other Sources; Fair
Market Value.
5. Clubbing provisions and Set Off and / or Carry Forward of Losses:
Income of other persons included in Assessee’s Total Income; Aggregation of Income; Set off and / or Carry forward of losses.
6. Deductions from Gross Total Income & Rebate and Relief:
Deductions in respect of certain payments; Specific deductions in
respect of certain income; Deductions in respect for donations for
expenditure under CSR activities; Rebates and Reliefs.
7. Computation of Total Income and Tax Liability of various entities:
Individual; Hindu Undivided Family ‘HUF’; Alternate Minimum Tax
(AMT); Partnership Firm / LLP; Co-operative Societies; Association of
Person ‘AOP’ and Body of Individual ‘BOI’; Political Parties; Electoral
Trusts; Exempt organization – Registration u/s 12A/ 12AA;
8. Classification and Tax Incidence on Companies:
Computation of taxable income and tax liability of Company;
Dividend Distribution Tax; Minimum Alternate Tax ‘MAT’; Other Special
Provisions Relating to Companies; Equalization Levy.
9. Procedural Compliance:
Permanent Account Number ‘PAN’ / Tax Collection Account Number ‘TAN’;
Tax Deduction at Source ‘TDS’ & Tax Collection at Source ‘TCS’;
Advance Tax &Self Assessment Tax ‘SAT’; Returns, Signatures,
E-Filing ; Fee and interest for default in furnishing return of Income ;
Collection, Recovery of Tax, Refunds.
10. Assessment, Appeals &Revision:
Assessment; Types of Assessment; Appeals; Revisions; Search, Seizure, Penalty and Offences.
Case Laws, Case Studies & Practical Aspects.
Part II: Indirect Taxes (50 marks)
(A) Goods and Service Tax
11. Concept of Indirect Taxes at a glance:
Background; Constitutional powers of taxation; Indirect taxes in
India – An overview; Pre-GST tax structure and deficiencies;
Administration of Indirect Taxation in India; Existing tax structure.
12. Basics of Goods and Services Tax ‘GST’:
Basics concept and overview of GST; Constitutional Framework of GST;
GST Model – CGST / IGST / SGST / UTGST; Taxable Event; Concept of supply
including composite and mixed supply; Levy and collection of CGST and
IGST; Composition scheme & Reverse Charge; Exemptions under GST.
13. Concept of Time, Value & Place of Taxable Supply:
Basic concepts of Time and Value of Taxable Supply; Basics concept of Place of Taxable Supply.
14. Input Tax Credit & Computation of GST Liability- Overview.
15. Procedural Compliance under GST:
Registration; Tax Invoice, Debit & Credit Note, Account and
Record, Electronic way Bill; Return, Payment of Tax, Refund Procedures;
Audit.
16. Basic overview on Integrated Goods and Service
Tax (IGST), Union Territory Goods and Service tax (UTGST), and GST
Compensation to States.
(B) Customs Act
17. Overview of Customs Act:
Overview of Customs Law; Levy and collection of customs duties; Types
of Custom duties; Classification and valuation of import and export
goods; Exemption; Officers of customs; Administration of Customs Law;
Import and Export Procedures; Transportation, and Warehousing; Duty
Drawback; Demand and Recovery; Confiscation of Goods and Conveyances;
Refund.
Case Laws, Case Studies & Practical Aspects.
Detailed Syllabus for CS Executive Paper 5 New Syllabus 2017
Executive Programme
Module2
Paper 5
Corporate & Management Accounting(Max Marks 100)
Objectives
Part I : To provide knowledge and understanding of the concepts, principles and practices in Corporate
Accounting and Indian and International Accounting Standards.
Part II: To acquire knowledge and understanding of the
concepts, techniques and practices of management accounting and to
develop skills for decision making and to acquire knowledge of the
concepts, principles and methods of valuation.
Detailed Contents
Part I: Corporate Accounting (60 marks)
1. Introduction to Financial Accounting.
2. Introduction to Corporate Accounting:
Records of accounts to be maintained by a company.
3. Accounting for Share Capital:
Issue of Shares; Forfeiture and Re-issue of Shares, Accounting
treatment of premium, Buyback of Shares; Redemption and Conversion;
Capital Redemption Reserve, Bonus Shares; Rights Issue, ESOPs, ESPS,
Sweat Equity Shares; and Underwriting; Book Building.
4. Accounting for Debentures:
Accounting Treatment, Debenture Redemption Reserve, Redemption of
Debentures and Conversion of Debentures into Shares. Deferred Tax.
5. Related Aspects of Company Accounts:
Accounting for ESOP, Buy-back, Equity Shares with differential rights, Underwriting and Debentures.
6. Financial Statements Interpretation:
Preparation and Presentation of Financial Statements; Quarterly,
Half-yearly and Annual Financial Statement pursuant to Listing
Regulations;Depreciation provisions and Reserves; Determination of
Managerial Remuneration, Corporate Social Responsibility spend, various
disclosures under the Companies Act, 2013, LODR & applicable
accounting standards; Related party and segment reporting, Audit
Queries; How to Read and interpret Financial Statements.
7. Consolidation of Accounts as per Companies Act, 2013:
Holding Company, Subsidiary Companies, Associate Companies and Joint Venture; Accounting Treatment and disclosures.
8. Corporate Financial Reporting:
Requirements of Corporate Reporting; Recent trends in Financial Reporting.
9. Cash Flow Statements:
Preparation and their analysis.
10. Accounting Standards (AS):
Applicability, Interpretation, Scope and Compliance; International
Financial Reporting Standards; Overview of AS, AS vs. Ind AS vs. IFRS.
11. National and International Accounting Authorities.
12. Adoption, Convergence and Interpretation of
International Financial Reporting Standards (IFRS) and Accounting
Standards in India.
Case Studies & Practical Aspects.
Part II: Management Accounting and Valuation (40 marks)
13. An Overview of Cost:
Importance and relevance of Cost Accounting; Material Cost, Labour Cost, Direct Expenses and Overheads, Cost Sheet.
14. Cost Accounting Records & Cost Audit under Companies Act, 2013
15. Budget, Budgeting and Budgetary Control:
Preparation of various types of Budgets; Budgetary Control System; Zero Based Budgeting; Performance Budgeting
16. Ratio Analysis:
Financial Analysis through Ratios
17. Management Reporting (Management Information Systems)
18. Decision Making Tools: Marginal Costing; Transfer Pricing
19. Valuation Principles & Framework:
Conceptual Framework of Valuation, Valuation rules; Valuation of
securities or financial assets; Approaches of Valuation – Assets
Approach, Income Approach; Market Approach; Registered Valuer; IND AS
Valuation
20. Valuation of Shares, Business and Intangible Assets:
Regulatory Valuations; Companies Act; Insolvency and Bankruptcy Code; Income Tax Act; SEBI law; FEMA and RBI guidelines.
21. Accounting for Share based payments (IndAS 102)
22. Business and Intangible Assets
23. Methods of Valuation:
Net Assets Valuation; Relative Valuation (Comparable Companies/Transactions); Discounted Cash Flow Valuation; Other Methods
Case Studies & Practical Aspects
Detailed Syllabus for CS Executive Paper 6 New Syllabus 2017
Executive Programme
Module 2
Paper 6
Securities Laws & Capital Markets(Max Marks 100)
Objective
Part I : To provide expert
knowledge in the legislations, rules and regulations governing the
entities listed on the stock exchanges.
Part II : To provide the basic understanding of the working of Capital markets in India.
Detailed Contents
Part I: Securities Laws (70 Marks)
1. Securities Contracts (Regulations) Act 1956:
Objectives of the SCR Act, Rules and Regulations made there under;
Important Definitions; Recognized Stock Exchange, Clearing Corporation;
Public issue and listing of securities; Rules relating to Public Issue
and Listing of Securities under Securities Contracts (Regulation) Rules,
1957.
2. Securities and Exchange Board of India Act, 1992:
Objective; Powers and functions of SEBI; Securities Appellate Tribunal; Penalties and appeals.
3. Depositories Act, 1996:
Depository System in India; Role & Functions of Depositories;
Depository Participants; Admission of Securities; Dematerialization
& Re-materialisation; Depository Process; Inspection and Penalties;
Internal Audit and Concurrent Audit of Depository Participants.
4. An Overview of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.
5. An Overview of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
6. An Overview of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
7. SEBI (Buyback of Securities) Regulations, 1998:
Conditions of buy-back; Buy back Methods: Tender Offer, Open Market
(Book building and Stock Exchange); General obligations; Penalties.
8. SEBI (Delisting of Equity Shares) Regulations, 2009:
Delisting of Equity Shares; Voluntary Delisting; Exit Opportunity; Compulsory Delisting.
9. An Overview of SEBI (Share Based Employee Benefits) Regulations, 2014.
10. An Overview of SEBI (Issue of Sweat Equity) Regulations, 2002.
11. SEBI (Prohibition of Insider Trading) Regulations, 2015:
Unpublished price sensitive information (UPSI); Disclosures; Codes of fair disclosure and conduct; Penalties and Appeals.
12. Mutual Funds:
Types of Mutual Funds and Schemes; Key players in Mutual Funds: Sponsor, Asset Management Company,
Trustee, Unit holder, Evaluating performance of Mutual funds- Net Asset Value, Expense Ratio, Holding Period Return.
13. Collective Investment Schemes:
Regulatory Framework; Restrictions on Business Activities; Submission
of Information and Documents; Trustees and their Obligations.
14. SEBI (Ombudsman) Regulations, 2003:
Procedure for Redressal of Grievances; Implementation of the Award;
Display of the particulars of the Ombudsman, SCORES, SEBI (Informal
Guidance) Scheme, 2003.
Case Laws, Case Studies & Practical Aspects
Part II: Capital Market & Intermediaries (30 Marks)
15. Structure of Capital Market:
I. Primary Market
a. Capital Market Investment
Institutions-Domestic Financial Institutions(DFI), Qualified
Institutional Buyers(QIB), Foreign Portfolio Investors (FPI), Private
Equity, Angel Funds, HNIs, Venture Capital, Pension Funds, Alternative
Investment Funds.
b. Capital Market Instruments-Equities, Preference Shares,
Shares with Differential Voting Rights, Corporate Debt, Non-Convertible
Debentures(NCD), Partly, Fully and Optionally Convertible Debentures,
Bonds, Foreign Currency Convertible Bonds(FCCB), Foreign Currency
Exchangeable Bonds (FCEB) Indian Depository Receipts (IDR),Derivatives,
Warrants;
c. Aspects of Primary Market- book building, ASBA, Green Shoe Option.
II. Secondary Market
Development of Stock market in India;
Stock market & its operations, Trading Mechanism, Block and Bulk
deals, Grouping, Basis of Sensex, Nifty; Suspension and Penalties;
Surveillance Mechanism; Risk management in Secondary market, Impact of
various Policies on Stock Markets such as Credit Policy of RBI, Fed
Policy, Inflation index, CPI, WPI, etc.
16. Securities Market Intermediaries:
Primary Market and Secondary Market Intermediaries: Role and
Functions, Merchant Bankers, Stock Brokers, Syndicate Members,
Registrars and Transfer Agents, Underwriters, Bankers to an Issue,
Portfolio Managers, Debenture Trustees, Investment Advisers, Research
Analysts, Market Makers, Credit Rating Agencies; Internal Audit of
Intermediaries by Company Secretary in Practice.
Case Laws, Case Studies & Practical Aspects.
Detailed Syllabus for CS Executive Paper 7 New Syllabus 2017
Executive Programme
Module 2
Paper 7
Economic, Business and Commercial Laws(Max Marks 100)
Objectives
Part I : To provide expert knowledge in Foreign Exchange Management and NBFCs.
Part II : To provide expert knowledge in Competition Law.
Part III : To provide working knowledge in Business and Commercial Laws.
Detailed Contents
Part I
Foreign Exchange Management &NBFCs (40 Marks)
1. Reserve Bank of India Act, 1934: Central Banking functions; Monetary policy; Penalties.
2. Foreign Exchange Management Act, 1999: Introduction
3. Foreign Exchange Transactions & Compliances:
Current and Capital Account Transactions; Acquisition &Transfer
of Immovable Property in India and Abroad; Realization and Repatriation
of Foreign Exchange; Brief information of other FEMA Regulations.
4. Foreign Contribution (Regulation) Act, 2010: Introduction and
Object, Eligible Contributor, Eligible Receiver, Registration, Offences
and Penalties.
5. Foreign Direct Investments – Regulations & FDI Policy:
Automatic and Approval Route of FDI; Setting up of Subsidiary/Joint
Venture/Liaison Office/ Branch Office by Non-residents; Foreign
Portfolio Investments.
6. Overseas Direct Investment:
ODI Policy, foreign currency remittances, Setting up of Subsidiary/Joint Venture/Branch Office.
7. Liberalized Remittance Scheme: Investment Outside India by Indian Residents.
8. External Commercial Borrowings (ECB): An Overview.
9. Foreign Trade Policy & Procedure:
Merchandise Exports from India Scheme (MEIS); Service Exports from
India Scheme (SEIS); Duty exemption / remission schemes; Export oriented
units (EOUS); Electronics Hardware Technology Parks (EHTPS); Software
Technology Parks (STPS); Bio-Technology Parks (BTPS).Imports and related
policies.
10. Non Banking Finance Companies(NBFCs):
Definition; Types; Requirement of Registration as NBFC and exemptions
from registration as NBFC; Micro Finance Institutions, Activities of
NBFCs; Compliances by the NBFCs and requirements of approvals of RBI;
Deposit Accepting and Non-deposit Accepting NBFCs; Deemed NBFC; Core
Investment Company and Systemically Important Core Investment Companies;
Peer to Peer Lending; Defaults, Adjudication, prosecutions and
penalties.
11. Special Economic Zones Act, 2005:
Establishment of Special Economic Zones; Approval and Authorization
to Operate SEZ; Setting up of Unit; Special Economic Zone Authority.
Case Laws, Case Studies & Practical Aspects
Part II
Competition Law (25 Marks)
12. Competition Act, 2002:
Competition Policy ; Anti-Competitive Agreements; Abuse of Dominant
Position; Overview of Combination and Regulation of Combinations;
Competition Advocacy; Competition Commission of India; Appellate
Tribunal.
Case Laws, Case Studies & Practical Aspects
Part III
Business & Commercial Laws (35 Marks)
Consumer Protection
13. Consumer Protection Act, 1986:
Consumer Protection in India; Rights of Consumers; Consumer Dispute Redressal Forums; Nature and Scope of Remedies.
14. Essential Commodities Act, 1955:
Essential Commodities; Powers of Central Government; Authorities
responsible to administer the Act; Delegation of powers; Nature of Order
passed under the Act; Seizure and Confiscation of Essential
Commodities; Offences by Companies.
15. Legal Metrology Act, 2009:
Standard weights and measures; Power of inspection, seizure; Declarations on pre-packaged commodities; Offences and penalties.
Property Law
16. Transfer of Property Act, 1882:
Types of Properties; Properties which cannot be Transferred; Rule
Against Perpetuities; Lis Pendens; Provisions Relating to Sale;
Mortgage, Charge, Lease, Gift and Actionable Claim; Specific
Performance.
17. Real Estate (Regulation and Development) Act, 2016:
Registration of Real Estate Project; Real Estate Agents; Real Estate
Regulatory Authority; Central Advisory Council; The Real Estate
Appellate Tribunal; Offences, Penalties and Adjudication. Specimen
Agreement for Sale between the Promoter and the Allottee; Due Diligence
Reporting.
Anti-Corruption Laws
18. Benami Transaction Prohibitions (Act):
Benami Property; Benami Transaction, Prohibition of Benami Transaction; Authority, Adjudication of Benami property.
19. Prevention of Money Laundering:
Problem and adverse effect of money laundering; Methods of money
laundering; Offence of money laundering; Attachment, adjudication and
confiscation.
Business Laws
20. Indian Contracts Act, 1872:
Essential elements of a Valid Contract; Indemnity and Guarantee;
Bailment and Pledge; Law of Agency; E-Contract; Landmark judgments.
21. Specific Relief Act, 1963:
Specific reliefs and defense; specific performance and defense;
unenforceable contracts; Rescission of Contracts; Cancellation of
Instruments; Declaratory Decrees; Preventive Reliefs.
22. Sale of Goods Act, 1930:
Essentials of a Contract of Sale; Sale Distinguished from Agreement
to Sell, Bailment, Contract for Work and Labour and Hire-Purchase;
Conditions and Warranties; Doctrine of Caveat Emptor; Performance of the
Contract of Sale; Landmark judgments.
23. Partnership Act, 1932:
Rights and Liabilities of Partners; Registration of Firms; Dissolution of Firms and Partnership; Landmark judgments.
24. Negotiable Instrument Act, 1881:
Negotiable Instruments and Parties; Material Alteration; Crossing and
bouncing of Cheques; Dishonour of Cheques & its Remedies;
Presumption of Law as to Negotiable Instruments; Landmark judgments.
Case Laws, Case Studies & Practical Aspects
Detailed Syllabus for CS Executive Paper 8 New Syllabus 2017
Executive Programme
Module2
Paper 8
Financial and Strategic Management(Max Marks 100)
Objective
Part I: To provide knowledge
of practical aspects of financial management so as to develop skills in
taking financial and investment decisions.
Part II : To enable students to acquire multidimensional
skills as to equip them to comprehend the process of strategy
formulation.
Detailed Contents
Part I:Financial Management (60 marks)
1. Nature and Scope of Financial Management:
Nature, Scope and Objectives of Financial Management; Risk-Return and
Value of the Firm; Objectives of the firm; Profit Maximisation vs.
Wealth Maximisation; Emerging roles of Finance Managers.
2. Capital Budgeting:
Compounding and Discounting techniques- Concepts of Annuity and
Perpetuity; Capital Budgeting Process; Techniques of Capital Budgeting-
Discounted and Non- Discounted Cash Flow Methods; Capital Rationing;
Risk Evaluation and Sensitivity Analysis.
3. Capital Structure:
Introduction- Meaning and Significance; Optimal Capital Structure;
Determinants of Capital Structure; Theories of Capital Structure; EBIT –
EPS Analysis; EBITDA Analysis; Risk and Leverage; Effects of Leverage
on Shareholders’ Returns.
4. Sources of raising long-term finance and Cost of Capital:
Sources, Meaning, Factors Affecting Cost of Capital; Methods for
Calculating cost of capital; Weighted Average Cost of Capital (WACC);
Marginal Cost of Capital.
5. Project Finance:
Project Planning – Preparation of Project Report, Project Appraisal
under Normal Inflationary and Deflationary Conditions; Project Appraisal
by Financial Institutions – Lending Policies and Appraisal Norms by
Financial Institutions and Banks; Project Review and Control; Social
Cost and Benefit Analysis of Project. Term loans from Financial
institutions and Banks; Lease and Hire Purchase Finance; Venture Capital
Funds; Private Equity; International Finance and Syndication of Loans,
Deferred Payment Arrangements; Corporate Taxation and its Impact on
Corporate Financing; Financing Cost Escalation.
6. Dividend Policy:
Introduction- Types; Determinants and Constraints of Dividend Policy; Forms of Dividend; Different Dividend Theories.
7. Working Capital:
Meaning, Types, Determinants and Assessment of Working Capital
Requirements, Negative Working Capital; Operating Cycle Concept and
Applications of Quantitative Techniques; Management of Working Capital –
Cash Receivables Inventories; Financing of Working Capital; Banking
Norms and Macro Aspects; Factoring and Forfaiting.
8. Security Analysis:
Measuring of Systematic and Unsystematic Risk; Fundamental Analysis
(Economic, Industry and Company); Technical Analysis and Efficient
Market Hypothesis.
9. Portfolio Management:
Meaning, Objectives; Portfolio Theory -Traditional Approach;
Markowitz Portfolio Theory; Modern Approach – CAPM Model; Economic Value
Added; Sharpe Single & Multi Index Model; Risk Adjusted Measure of
Performance.
Part II: Strategic Management (40 Marks)
10. Introduction to Management:
An Overview of functions of management.
11. Introduction to Strategic Management:
An Overview- Meaning & Process; Strategic Leadership; Functions
and Importance for Professionals like Company Secretaries; Environmental
Influences of Business-Characteristics and Components of Business
Environment, Factors of Micro & Macro Environment of Business;
Competitive Environment and Porter’s Five Force Model.
12. Business Policy and Formulation of Functional Strategy:
Introduction to Business Policy; Framework of Strategic Management;
Strategic Decision Model; Vision; Mission; Objectives and Goals;
Strategic Levels of the Organization; Formulation of Functional
Strategy-Formulation of Financial; Marketing; Production; Human Resource
and Logistics strategies.
13. Strategic Analysis and Planning:
Situational Analysis, Strategic Choices-SWOT and TOWS Analysis; PERT
(Programme Evaluation Review Technique) and CPM (Critical Path
Method);Portfolio analysis-Boston Consulting Group (BCG) growthshare
Matrix, Ansoff’s Product Growth Matrix, ADL Matrix and General Electric
(GE) Model; Strategic Planning; Strategic Alternatives-Glueck and Jauch
and Michael Porter’s Generic Strategies.
14. Strategic Implementation and Control:
Issues in Strategy Implementation; Various Organizational Structures
and Strategy Implementation; Leadership and its forms ; Strategic Change
and Control.
15. Analysing Strategic Edge:
Introduction to Business Process Reengineering; Concept of Benchmarking; Introduction to Total
Quality Management and Six Sigma.
