CS - Executive Programme : Syllabus and Books

ICSICS (2008)EP : Executive Programme • Syllabus and Books

Module I - General and Commercial Laws

CS_EP :: Executive Programme
Paper 1 : General and Commercial Laws
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Working knowledge.

Objective . . .

To provide to the students basic understanding of some of the general and commercial laws which have a bearing on the conduct of the corporate affairs.

Contents . . .


1.Constitution of India
Broad framework of the Constitution of India; fundamental rights; directive principles of state policy; ordinance making powers of the President and the Governors; legislative powers of the Union and the States; freedom of trade, commerce and intercourse; constitutional provisions relating to State monopoly; judiciary; writ jurisdiction of High Courts and the Supreme Court; different types of writs - habeas corpus, mandamus, prohibition, quo warranto and certiorari; Concept of delegated legislation.
2.Interpretation of Statutes
Need for interpretation of a statute; general principles of interpretation — internal and external aids to interpretation; primary and other rules.
3.An Overview of Law relating to Specific Relief; Arbitration and Conciliation; Torts; Limitation and Evidence.
4.Law relating to Transfer of Property
Important definitions; movable and immovable property; properties which cannot be transferred; rule against perpetuities; lis pendens; provisions relating to sale, mortgage, charge, lease, gift and actionable claim.
5.Law relating to Stamps
Methods of stamping; consequences of non-stamping and understamping; impounding of instruments; construction of instruments for determination of stamp duty payable; adjudication; allowance and refund; penal provisions.
6.Law relating to Registration of Documents
Registrable documents - compulsory and optional; time and place of registration; consequences of non-registration; description of property; miscellaneous provisions.
7.Information Technology Law — An Overview
Important terms under Information technology legislation; digital signatures; electronic records; certifying authority; digital signature certificate; Cyber Regulation Appellate Tribunal; offences and penalties.
8.Code of Civil Procedure
Elementary knowledge of the structure of civil courts, their jurisdiction, basic understanding of certain terms - order, judgement and decree,stay of suits, res judicata, suits by companies, minors, basic understanding of summary proceedings, appeals, reference, review and revision.
9.Criminal Procedure Code
Offences; mens rea, cognizable and non-cognizable offences, bail, continuing offences, searches, limitation for taking cognizance of certain offences.
10.Law relating to Right to Information
Salient features of the Right to Information (RTI) Act, 2005; Objective; Public Authorities & their obligations ; Designation of Public Information Officers (PIO) and their Duties; Request for obtaining information; Exemption from disclosure; Who is excluded; Information Commissions (Central & State) and their powers; appellate authorities; penalties; jurisdiction of Courts; Role of Central/State Governments.

Readings

TitleAuthorPublisher
Relevant Bare Acts
General Laws and ProceduresN.D.Kapoor & Rajni AbbiSultan Chand
Constitution of IndiaDurga Das BasuPrentice Hall of India
General and Commercial LawsTaxmann’sTaxmann Publication

References

TitleAuthorPublisher
Mulla on the Transfer of Property Act. 1882A.M.SatalvadN.M.TYripathi
Civil Procedure CodeM.P.TandonAllahabad Law Agency
The Law of Specific ReliefDr.S.C.BanerjeeLaw Book Company
The Law of TortsRamaswamy IyerN.M.Tripathi
V.N.Shukla’s the Constitution of IndiaDr.D.K.Singh(Ed.)Eastern Book Company
Indian Trusts Act, 1882; Revised by Dr.R.G.ChaturvediN.Suryanarayana IyerLaw Book Company
Elements of Law of EvidenceV.P.SarathiEastern Book Company
Law of LimitationV.G.RamachandranEastern Book Company
Principles of Statutory InterpretationG.P.SinghWadhwa Publishing Company
Law of Arbitraion and ConciliationS.K.Roy Chowdhary & H.K. SaharayEastern Law House
Code of Criminal ProcedureEastern Book Company
Kelkar’s Lectures on Criminal ProcedureDr.K.N.Chandrasekharan PillaiEastern Book Company
Interpretation of StatutesB.M.GandhiEastern Book Company
Civil ProcedureC.K.TakwaniEastern Book Company
Law of Transfer of PropertyVepa P.SarathiEastern Bookk Company
Torts Ed.by WVH RogersWinfield and JolowiczSweet and Maxwell
Law of Contract and Specific ReliefAvtar SinghEastern Book Company

Journals

TitleAuthorPublisher
Student Company Secretary (Monthly)The ICSI, New Delhi-110 003
Chartered Secretary (Monthly)The ICSI, New Delhi-110 003
All India ReporterAll India Reporter Ltd., Congress Nagar, Nagpur
The Law of TortsRamaswamy IyerN.M.Tripathi

Note:

1.Students are advised to read the above journals for updating the knowledge.
2.Students are advised to read/refer the latest editions of the books in the reading/reference lists.
3.Students are advised to read/refer the latest editions of the books in the reading/reference lists.

Module I - Company Accounts, Cost and Management Accounting

CS_EP :: Executive Programme
Paper 2 : Company Accounts, Cost and Management Accounting
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Working knowledge.

Objective . . .

(i)To provide working knowledge of accounting principles and procedures for companies in accordance with the statutory requirements.
(ii)To acquaint the students with cost and management accounting techniques and practices.

Contents . . .

Part A : Company Accounts (50 Marks)

1.Accounting standards - relevance and significance; national and international accounting standards.
2.Accounting for share capital transactions - issue of shares at par, at premium and at discount; forfeiture and re-issue of shares; buy-back of shares; redemption of preference shares; rights issue.
3.Issue of debentures - accounting treatment and procedures; redemption of debentures; conversion of debentures into shares.
4.Underwriting of issues ; acquisition of business ; profits prior to incorporation ; treatment of preliminary expenses.
5. Preparation and presentation of final accounts of joint stock companies as per company law requirements; bonus shares.
6.Holding and subsidiary companies – accounting treatment and disclosures; consolidation of accounts.
7. Valuation of shares and intangible assets.

Part B : Cost And Management Accounting (50 Marks)

8.Cost accounting – objectives of costing system; cost concepts and cost classification; management accounting – nature and scope; role of management accountant, tools and techniques of management accounting; distinction between financial accounting, cost accounting and management accounting.
9.Elements of cost :
(i)Material cost – purchase procedures, store keeping and inventory control, fixing of minimum, maximum and re-order levels, ABC analysis, pricing of receipts and issue of material and accounting thereof; accounting and control of wastage, spoilage and defectives.
(ii)Labour cost – classification of labour costs, payroll procedures, monetary and non–monetary incentive schemes; labour turnover and remedial measures; treatment of idle time and overtime.
(iii)Direct expenses – nature, collection and classification of direct expenses and its treatment.
(iv)Overheads – nature, classification, collection, allocation, apportionment, absorption and control of overheads.
10.Methods of costing – unit costing, contract costing.
11.Budgetary control – preparation of various types of budgets, advantages and limitations; budgetary control reports to management.
12.Marginal costing – application of marginal costing; cost–volumeprofit relationship; break–even analysis, preparation of break–even charts; profit – volume graph; practical application of profit volume ratio.
13.Analysis and interpretation of financial statements – nature, objectives; latest trends in presenting financial data; importance and limitations; accounting ratios - classification, advantages and limitations.
14.Cash flow statements – classification of cash flows, preparation and usefulness.

Readings

TitleAuthorPublisher
Advanced Accounts-Vol. IIM.C.Shukla, T.S. Grewal & S.C.GuptaS.Chand
Company AccountsR.L.Gupta & M RadhaswamySultan Chand
Advanced Accountancy-Vol. IIS.P.Jain & K.L.NarangKalyani Publishers
Corporate AccountingS.N.MaheshwariVikas Publishing House
Advanced Accounting-Vol. 2Ashok Sehgal & Deepak SehgalTaxmann’s
Fundamentals of Corporate AccountingJ.R.MongaMayur Paperbacks
Cost and Management AccountingS.P.Jain & K.L.NarangKalyani Publishers
Cost and Management AccouningM.N.AroraHimalaya Publishing House
Managmenet AccountaingR.S.N.Piallai BhagvathiS.Chand
Cost and Management AccountingV.K.Saxena & C.D.VashistSultan Chand
A Text Book of Cost and Management AccountingM.N.AroraVikas Publishing House
Cost and Management AccountingS.N.MaheshwariSultan Chand
Cost AccountingS.N.Maheswari & S N Mittalshree Mahavir Book Depot
Management AccountingI.M.PandeyVikas Publishing House
Cost and Management Accounting – A Managerial EmphasisC.T.HorngrenPearson Education

References

TitleAuthorPublisher
International Financial Reporting Standards (IFRSs)Taxmann Publication
Indian Accounting Standards & GAPPDolphy D’SouzaSnow White Publications
Compendium of Accounting StandardsThe Institute of Chartered Accountants of India
Cost and Management AccountingS.P.LyengarSultanChand
Advanced Management AccountingRavi M.KishoreTaxmann Publication
Theory and Problems of Management and Cost AccountingM.Y.Khan & P.K.JainMcGraw-Hill Education
Advanced Management AccountingKaplan & AtkinsonPearson Education
Cost Accounting Principles and PracticeB.M.Lall Nigam & I.C. JainPrentice Hall of India
Management and Cost AccountingDrury ColinInternational Thomson Business Press
Cost and Management AccountingDuncan WillamsonPearson Education
Managerial AccountingDominiak & LouderbackSouth Western College, Publishing Company

Module I - Tax Laws

CS_EP :: Executive Programme
Paper 3 : Tax Laws
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Working knowledge.

Objective . . .

(i)To impart knowledge of the basic principles underlying the substantive provisions of income-tax, wealth tax, service tax and value added tax laws to the students.
(ii)To equip students with application of principles and provisions of above tax laws in computation of income and taxation of a 'person' excluding companies under various heads of income and their assessment procedures.

Contents . . .

Part A : The Income – Tax Act (60 Marks)

1. Definitions, concept of income, previous year, assessment year, residential status.
2. Distinction between capital and revenue receipts and expenditure.
3. Basis of charge and scope of total income (Incomes deemed to accrue or arise in India and deemed to be received in India).
4. Incomes which do not form part of total income.
5. Computation of total income under various heads, such as – salaries, income from house property, profit and gains of business or profession, capital gains, income from other sources.
6. Income of other persons included in assessee's total income; aggregation of income and set off or carry forward of losses; various deductions to be made in computing total income, rebates and reliefs; applicable rates of taxes and tax liability.
7. Taxation of every person excluding companies, viz., individuals including non–residents, Hindu Undivided Family, firms, association of persons, cooperative societies, trusts and charitable and religious institutions, etc.
8. Provisions concerning procedure for filing returns, signatures, efiling, assessment and reassessment.
9. Tax deducted at source, collection, recovery and refund of tax; provisions of advance tax.
10. Charge of banking cash transaction tax, taxable banking transaction, value of taxable banking transaction, collection, recovery, return, assessment, rectification, interest on delayed payments, penalty, appeal, power to make rules.
11. Charge of fringe benefit tax, fringe benefits and deemed fringe benefits, valuation, payment and return of fringe benefits, assessment, issue of notice, advance tax in respect of fringe benefits.
12. Wealth Tax
Charge of wealth tax; assets; deemed assets and assets exempt from tax; valuation of assets; computation of net wealth, return of wealth and provisions concerning assessment.

Part B : Service Tax (20 Marks)

13. Background, Statutory provisions, taxable services, valuation, administrative mechanism and procedural aspects, rate and computation of tax.
14. Assessment, levy, collection and payment of service tax, exemptions, CENVAT credit for service tax, returns, appeals, revisions, advance rulings, role of Practising Company Secretaries.

Part C : Value Added Tax (20 Marks)

15. Legislative background, concept of VAT - white paper on VAT, Report of Empowered Committee of State Finance Ministers, constitutional provisions, relationship of VAT with inter–state commerce and works contract tax, liability under VAT; withdrawal of Central Sales Tax; Goods and Service Tax; .
16. Computation, procedural aspects including registration, filling of returns, rates of tax, assessment, credit and set-off, returns, refunds, audit, appeals, revision and appearances.
17. Appointment, jurisdiction and powers of authorities, certifications for professionals.
18. Concept of VAT on services, VAT in other countries, scope for Company Secretaries.

Readings

I. Income Tax:

TitleAuthorPublisher
Students Guide to Income-taxDr.V.K.Singhaniataxmann Publications
Systematic Approach to Income-tax and Sales-taxGirish Ahuja and Ravi GuptaBharat Law House
Direct Taxes – practice and PlanningB.B.LalKonark Publishers
Direct Taxes (with Tax Planning)Dr.H.C.Mehrotra and Dr. S.P. GoyalSahitya Bhawan
Income-tax for StudentsSharad BhargavaMashbra Industries

II. Service Tax and Value Added Tax:

TitleAuthorPublisher
Indirect Taxes – Law and PracticeV.S.DateyTaxmann Publications
Indirect TaxesV.BalachandranSultan Chand
Service TaxJ.K.MittalBharat Law House
All India VAT manual (4 Vols.)Balram Sangal & Jagdish Rai GoelCommercial Law Publisheres

References

TitleAuthorPublisher
Income-tax(Volumes I & II)Kanga & PalkhivalaLexis Nexis (Butterworths)

Journals

TitleAuthorPublisher
Chartered Secretary (Monthly Journal)I.C.S.I., New Delhi.
Student Company Secretary (Monthly Bulletin)I.C.S.I., New Delhi.
Income Tax ReportsCompany Law Institute of India Pvt. Ltd., Tyagaraja Road, Madras.
TaxmannTaxmann; 59/32, New Rohtak Road, New Delhi-110 005.
TaxationTaxation; 174 Jor Bagh, New Delhi.
Excise Law TimesCentex Publications; Defence Colony, 1512-B, Sachdeva P.T.College of Defence Colony, New Delhi-110 003.
Tax and Corporate ReferencerBharat Law House Pvt. Ltd; 22, Tarun Enclave, Pitampura, New Delhi-110 034.

Note:

1.Students are advised to read the relevant Bare Acts. ‘Student Company Secreatry’ and ‘Chartered Secreatry’ regularly for updating the knowledger.
2.The latest editions of all the books relevant for the applicable assessment year referred to above should be read.

Module II - Company Law

CS_EP :: Executive Programme
Paper 4 : Company Law
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Working knowledge.

Objective . . .

To develop an understanding of the regulation of companies and to provide thorough knowledge of the various provisions of the Company Law in India as well as Schedules and Rules made thereunder including their interpretation through case laws, departmental circulars, clarifications, notifications, etc.

Contents . . .

1.Introduction
Nature and form of business enterprise ; types of business enterprises; company – definition and nature.
Historical development of corporate concepts ; emergence of principles of limited liability and development of Company Law in England and India.
Concept of corporate personality; corporate veil and its lifting.
Working and administration of Company Law.
2.Incorporation and its Consequences
Types of companies and their incorporation; memorandum and articles of association and their alteration; registered office; publication of name; commencement of business; contracts; deeds; common seal; effect of incorporation.
Re–registration and registration of unregistered joint–stock companies.
The doctrine of ultra-vires, constructive notice and indoor management.
Promoters – meaning and importance; position, duties and liabilities.
3.Financial Structure
Concept of capital and financing of companies, sources of capital; classes and types of shares; equity with differential rights; issue of shares at par, premium and discount; forfeiture and surrender of shares; bonus issues; rights issues; issue of sweat equity shares; employees stock option scheme; private placement.
Alteration of share capital; reduction of capital; buy–back of shares.
Debt capital – debentures, debenture stock, bonds; new developments in corporate debt financing; debenture trust deed and trustees; conversion of and redemption of debentures.
Securing of debts – creation, modification and satisfaction of charges.
Prospectus – definition; abridged prospectus; red-herring prospectus; shelf prospectus; information memorandum; contents, registration, misrepresentations and penalties.
Allotment and certificates – contracts to subscribe for shares, debentures and other securities; calls; share certificates and share warrants.
4.Membership, Depositories and Transfer/Transmission
Membership – modes of acquiring membership; rights and privileges of members, register of members; dematerialisation and rematerialisation of securities; transfer and transmission of securities in physical and depository modes; nomination.
5.Management and Control of Companies
Directors – appointment/re–appointment, qualifications, disqualifications, remuneration, vacation of office, retirement, resignation and removal; loans to directors; powers and duties; office or place of profit; role of directors; contracts in which directors are interested.
Managing and whole–time directors and manager.
Company secretary – appointment, role and responsibilities; company secretary as a principal officer.
Meetings of directors and committees – frequency, convening, and proceedings of Board /Committee meetings; tele and videoconferencing of Board/Committee(s); resolution by circulation; minutes and evidence
General meetings – kinds of meetings; law, practice and procedure relating to convening and proceedings at general and other meetings – notice, quorum, proxy, voting including voting through electronic means, resolutions, circulation of member's resolution, etc.; postal ballot; recording, signing and inspection of minutes; role of chairman.
Distribution of powers of a company – division of powers between Board and general meetings; acts by directors in excess of authority; monitoring and management.
Sole Selling and Buying Agents – Meaning, appointment and reappointment, removal; powers of Central Government and rules framed for the purpose.
6.Dividend
Profit and ascertainment of divisible profits; declaration and payment of dividend; treatment of unpaid and unclaimed dividend; transfer of unpaid and unclaimed dividend to Investor Education and Protection Fund.
7.Investments, Loans and Deposits
Law relating to making investments in and granting loans to other bodies corporate and giving guarantees and providing security.
Invitation, acceptance, renewal, repayment, default and remedies.
8.Accounts and Audit
Books of account; financial statements; audit and auditor's report; powers of the Central Government to direct special audit; cost audit.
Auditors – appointment, resignation and removal; qualification and disqualification; rights, duties and liabilities.
9.Board's Report and Disclosures–
preparation; disclosures; director's responsibility statement.
Compliance certificate – need and purpose; issue and signing by practising company secretary; disclosure and filing.
10.Registers and Returns
maintenance, authentication, presentation and inspection of statutory books/registers prescribed under various provisions of the company law and filing of various forms/ returns to Registrar of Companies; procedure and penalties for delayed filing, etc.
Annual Return – Nature and significance ; contents ; filling – preparation and disclosures; signing, certification and filing; maintenance, place of keeping and its inspection.
11.Inspection and Investigation
Inspection of documents, books of account, registers etc; powers of the inspector, seizure of books and documents, inspector's report; power of the Registrar of Companies, investigation into affairs of the company.
12.Majority Rule and Minority Rights
Law relating to majority powers and minority rights.
Shareholder remedies – actions by shareholders; statutory remedies; personal actions; prevention of oppression and mis-management.
13.Compromises and Arrangements
an overview.
14.Societies, Co-operative Societies, Trusts, Producer Companies and Limited Liability Partnerships
Concept, formation, membership, functioning and dissolution.
15.Application of Company Law to Different Sectors such as Banking, Insurance, etc.
16.Offences and Penalties
an overview.
17.Striking off Name of Companies.
Concept.
18.Winding up of Companies
Concept and modes.
19.An Introduction to E-governance

Readings

TitleAuthorPublisher
Company LawDr. Avtar SinghEastern Book Company
Guide to Companies ActA. RamaiyaWadhwa
Company LawB.K.Sen GuptaEastern Law House
Manual on Capital IssuesICSI Publication
Company LawK.C.Garg, R.C.Chawla,Vijay GuptaKalyani Publishers
Company Law and PracticeA.K.Mujumdar, Dr.G.K.KapoorTaxmann
Students’ Guide to Corporate LawsV.S.DateyTaxmann
Company Law and PracticeP.K.Ghosh & V.BalachandranSultan Chand
Modern Indian Company LawM.C.KuchhalShri Mahavir Book Depot
Company LawH.K.SaharayUniversal Law Publishing

References

TitleAuthorPublisher
Company Law Ready Reckoner;R.SuryanarayananCommercial Law Publishers
Company Law (Vol.1)PalmerStevens
Principles of Modern Company LawL.C.B. GowerStevens
Circulars & Clarifications on Company LawBhargava & BhargavaTaxmann
Corporate LawsBare ActTaxmann

Journals

TitleAuthorPublisher
Chartered SecretaryICSI, New Delhi.
Student Company SecretaryICSI, New Delhi.
Corporate Law AdviserCorporate Law Advisers, Post Bad No.3, Vasant Vihar, New Delhi.
Company Law JournalL.M.Sharma, Post Box No.2693, New Delhi-110 005.

Note:

The latest edition of all the books referred to above should be read.

Module II - Economic and Labour Laws

CS_EP :: Executive Programme
Paper 5 : Economic and Labour Laws
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Working knowledge.

Objective . . .

To provide an understanding of &masdh;

(i) certain economic laws; and

(ii) important labour laws which have direct relevance to the functioning of companies.

Contents . . .

Part A : Economic Laws (60 Marks)

1.Industries Development and Regulation
Objects and definitions – an overview of current Industrial Policy; regulatory mechanism under IDRA. The Micro, Small and Medium Enterprises Development Act, 2006.
2.Foreign Trade Policy and Procedures
Main features; served from India scheme; export promotion council; vishesh krishi and gram udyog yojana; focus market scheme; duty exemption and remission schemes; advance authorisation scheme and DFRC, DEPB, EPCG, etc; EOUs, EHTPs, STPs, BPTs and SEZs.
3.Trade, Competition and Consumer Protection
Concept of competition, development of competition law, overview of MRTP Act; Competition Act, 2002 - anti competitive agreements, abuse of dominant position, combination, regulation of combinations, Competition Commission of India; Appearance before Commission, compliance of Competition Law.
Consumer protection in India, genesis of the law; objects; rights of consumers; nature and scope of remedies; appearance before Consumer Dispute Redressal Forums.
4.Essential Commodities and Standards of Weights and Measures
Objects; powers of Central Government, seizure and confiscation of essential commodities; summary trial; Standards of Weights and Measures Act, 1976.
5.Management of Foreign Exchange Transactions
Objectives and definitions under FEMA. Current account transactions, Capital account transactions, foreign direct investment in India and abroad, acquisition and transfer of immovable property; Establishment in India of branch, office etc; Export of goods and services; Realisation and repatriation of foreign exchange, authorised person, penalties and enforcement.
Foreign contributions and hospitality; Exemptions, powers of Central Government, adjudication and appeal; offences and penalties.
6.Pollution Control and Environmental Protection
Concept of sustainable development, Government policy regarding environment, law relating to Prevention and Control of Air Pollution and Water pollution, Environment (Protection) Law; Appearance before Environment Tribunal/Authority.
7.Management of Intellectual Property Rights
Concept and development of intellectual property law in India. Law and procedure relating to patents, trade marks and copyrights; Overview of laws relating to other related intellectual property rights.
Intellectual Property Appellate Board
8.Prevention of Money Laundering
Genesis, concept and definitions, various transactions, etc. obligations of banks and financial institutions, RBI Guidelines on KYC.

Part B : Labour Laws (40 Marks)

9.Minimum Wages Act, 1948
Object and scope; Minimum Wages Act, Advisory Board, Central Advisory Board; Authority and claims, compliances, offences and penalties.
10.Payment of Bonus Act, 1965
Object, application and major provisions; Exemption; compliances, offences and penalties.
11.Payment of Gratuity Act, 1972
Application and major provisions ; Controlling Authority and the Appellate Authority, obligations and rights of employers and employees and compliances.
12.Employees' Provident Funds and Miscellaneous Provisions Act, 1952
Application and major provisions; Exemption and compliances.
13.Employees' State Insurance Act, 1948
Application and major provisions; Employees' State Insurance, Employees' State Insurance Corporation, Employees' Insurance Court; Exemptions and compliances.
14.Workmen's Compensation Act, 1923
Object, scope and major provisions including proceedings before the Commissioner, appeals, compliances, penalties, special provisions.
15.Contract Labour (Regulation and Abolition) Act, 1970
Application, scope and major provisions including Advisory boards, registration of establishments, appointment of licensing officer; Welfare and health; compliances; penalties and procedure and inspectors.
16.Industrial Disputes Act, 1947
Concept, objective, and significance, Authorities; procedure and powers; unfair labour practices, penalties.
18.Factories Act, 1948
Object, scope and major provisions; Authorities, compliances and penalties.

Readings

TitleAuthorPublisher
Competition Law Today – Concepts, Issues and the Law in PracticeVinod DhallOxford University Press
Competition Law in India – Policies, Issues, and DevelopmentsT.RamappaOxford University Press
Law of Monopolistic Restrictive and Unfair Trade Practices, Third Edition, 1997S.M.DugarWadhwa & Company
Practitioner’s Guide to Consumer Protection Law.ICSI
Handbook on Consumer Protection LawDr.K.R.ChandratreVidhi Publishing
Consumer Protection Law and practiceDr.V.K.AggarwalBharat Law House
Law of Consumer ProtectionDr.Gurbax SinghBharat Law Publications
Consumer Protection Act & Rules, Law LinksKuldeep Saxena
Evironmental LawSumeet MalikEastern Book Company
The Environment LawDr.H.N.TripathiEastern Book Company
Commentaries on Water and Air Pollution LawsLall’sDelhi Law House
Guide to New Industrial Policy, with ProcedureRajiv JainIndia Investment Publications
Prevention of Money-Laundering Act.Bare Act
International Guide to Money-Laundering Law and PracticeRichard Parlour
Foreign Exchange Management Act.Bare Act
Foreign Exchange Management Manual.Snow White
The Law of Trademarks, Copyright, Patents and Design.S.K.Roy Chaudhary & H.K.Saharay
Law Relating to Patents, Trademarks, Copyright, Designs and Geographical IndicationsB.L.Wadehra
Law of Trademarks in India.Aswani Kr.Bansal
The Management of Intellectual Property.Satyawrat Ponkse
Foreign Trade Policy and Procedure.Ministry of Commerce & Industry
Industrial LawP.L.MalikEastern Book Company
Handbook of Industrial LawN.D.KapoorSultan Chand
Economic, Labour and Industrial LawsS.S.Gulshan & G.K.KapoorSultan Chand
Labour and Industrial LawsP.L.MalikEastern Book Company
Labour LawsH.L.KumarUniversal Laws Publishing
Labour & Industrial Laws (Legal Manual)Universal Law Publishing

Module II - Securities Laws and Compliances

CS_EP :: Executive Programme
Paper 6 : Securities Laws and Compliances
[One paper: Three Hours – 100 marks]

Level of Knowledge :

Expert knowledge

Objective . . .

To provide expert knowledge and understanding of securities laws and the regulatory framework concerning capital markets in India.

Contents . . .

Part A : Securities Laws (60 Marks)

1.An Overview of Legal and Regulatory Framework
Capital market regulatory framework — Securities Contracts (Regulation) Act, 1956; SEBI Act, 1992; Depositories Act, 1996; authorities governing capital markets; objective, power and functions of SEBI; Securities Appellate Tribunal, appearance before SAT.
Profile of securities market; securities market reforms and regulatory measures to promote investor confidence; growth of money market in India – structure and institutional mechanism.
2.Capital Market Instruments and Rating
Capital market instruments - equity, debentures, preference shares, sweat equity, non-voting shares ; new instruments of capital market – pure, hybrid and derivatives; money market instruments - treasury bills, commercial bills, commercial paper, participatory notes; rating and grading of instruments; concept, scope and significance; regulatory framework; rating agencies in India, rating methodologies.
3.Capital Market Intermediaries
Primary market and secondary market intermediaries – role and functions, merchant bankers, stock brokers, registrars to an issue, underwriters, bankers to issue, portfolio managers, debenture- trustees, foreign Institutional investors etc., self regulatory organisations, guidelines on anti money laundering; surveillance; holding of enquiry.
4.Secondary Market Institutions
Functions and significance of stock exchanges; regulatory framework; operations and trading mechanism of stock exchanges; Settlement of securities, surveillance mechanism at stock exchanges, straight through processing, demutualisation of stock exchanges.
5.Mutual Funds
Introduction, definitions, types, risks involved, setting up of mutual fund; concept of Trustee and Asset Management Company; regulatory framework.
6.Venture Capital
Concept of venture capital, regulatory framework, registration, investment conditions and restrictions, foreign venture capital investors, private capital funds.
7.Collective Investment Schemes
Regulatory framework governing collective investment schemes, restrictions on business activities, submission of information and documents, trustees and their obligations.
8.Buy–Back of Securities
Objectives of buy-back; available sources for buy–back of securities; conditions to be fulfilled and obligations for buy-back of securities of both listed and unlisted companies; pricing for buy back; modes of buy–back.
9.Depository System
Overview of depository system in India; Depositories Act; definitions, setting up of depository; role and functions of depository; depository participants; inspection and penalties; internal audit and concurrent audit of depository participants.

Part B : Issue Management and Compliances (40 Marks)

10.Issue of Capital
Listing of securities; SEBI Guidelines for Disclosure and Investor Protection (DIP), procedure for issue of various types of shares and debentures, employee stock option scheme; and employee stock purchase scheme, delising of securities.
11.Resource Mobilisation in International Capital Market
Listing of securities issued outside India - Foreign Currency Convertible Bonds, Global Depository Receipts, American Depository Receipts; External Commercial Borrowings, procedure for issue of various instruments.
12.Indian Depository Receipts
Indian Depository Receipts, procedure for making an issue of IDRs; conditions for issue of IDRs; listing of IDRs.

Readings

TitleAuthorPublisher
Capital Market in IndiaE.Gordon & K.NatarajanHimalaya Publishing House
Guide to Indian Capital MarketSanjeev AggarwalBharat Law House
SEBI Practice ManualV.L.IyerTaxman Allied Service
Indian Financial SystemsM.Y.KhanTata McGraw Hill
SEBI – LawS.Suryanarayanan & V.VaradarajanCommercial Law Publishers

References

TitleAuthorPublisher
Compliances and Procedures under SEBI LawMamta BhargavaShreeji Publishers
SEBI ManualTaxmann
Investment Management - Security Analysis and Portfolio ManagementV.K.BhallaS.Chand
Capital Markets in Central and Eastern Europe.Christian HelmensteinEastern Book Company
SEBI Annual ReportSEBI
Indian Securities Market – A ReviewNSE Yearly Publication.
Financial Derivatives – Risk ManagementV.K.BhallaS.Chand
Capital Market ManagementDr.V.A.AvadhaniHimalaya Publishing House
Investment & Securities Markets in IndiaDr.V.A.AvadhaniHimalaya Publishing House
How mutual funds workFred Man; WilesPrentice Hall of India
Euro IssueTaxmann

Journals

TitleAuthorPublisher
SEBI and Corporate LawsTaxmann, 59/32, New Rohtak Road, New Delhi-110 005.
Corporate Law AdviserCorporate Law Adviser, Post Bag No.3, Vasant Vihar, New Deli-110 052.
SEBI Monthly BulletinSEBI, Mumbai.
NSE NewsNational Stock Exchange of India Ltd. Mahindra Towers, Worli, Mumbai-400018.

Note:

Students are advised to read relevant Bare Acts and Rules and Regulations relating thereto. ‘Student Company Secretary’ and ‘Chartered Secretary’ Should also be read regularly for updating the knowledge.
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