CS Professional Syllabus June 2017 Dec 2017 (ICSI Curriculum)

Check out the CS Professional Syllabus applicable for June 2017. Few years back ICSI announces the New Syllabus. December 2016 is the Last attempt for the Who are appeared exams in old Syllabus. June 2017 on words students must be appear the exams in New Syllabus. So the following article is an detailed explanation of CS Professional Syllabus June 2017. The Chapters included in New syllabus for CS Professional explained in the article. The following syllabus applicable for the June 2017 ion words. Also read our Previous articles on CS Professional Exam form June 2017 CS Professional Time table June 2017.

CS Professional Syllabus June 2017 – Advanced Company Law and Practice

Module 1:

  1. Company Formation and Conversion
  • Choice of Form of Business Entity; Conversion/ Re-conversion of One Form of Business Entity into Another
  • Incorporation of Private Companies, Public Companies, Companies Limited by Guarantee and Unlimited Companies and their Conversions/ Re-conversion/Re-registration
  • Formation of Nidhi Companies, Producer Companies and Mutual Benefit Funds
  • Commencement of Business and New Business; Pre Incorporation Agreements and Contracts
  • Formation of Non Profit Companies
  • Procedure Relating to Foreign Companies Carrying on Business in India

2. Procedure for Alteration of Memorandum and Articles

  • Alteration of Various Clauses of Memorandum: Name Clause, Situation of Registered Office Clause, Objects Clause, Capital Clause and Liability Clause
  • Effects of Alteration of Articles

3. Procedure for Issue of Securities

Part A: Shares

  • Public Issue, Rights Issue and Bonus Shares, Issue of Shares at Par/Premium/Discount; Issue of Shares on Preferential /Private Placement Basis
  • Allotment, Calls on Shares and Issue of Certificates
  • – Issue of Sweat Equity Shares, Employees Stock Option Scheme (ESOPs), Employees Stock Purchase Scheme (ESPS), Shares with Differential Voting Rights
  • Issue and Redemption of Preference Shares
  • – Alteration of Share Capital – Forfeiture of Shares and Reissue of Forfeited Shares; Increase, Consolidation, Conversion and Re-conversion into Stock, Subdivision and Cancellation and Surrender of Shares
  • Buy Back of Shares
  • Reduction of Share Capital

Part B: Debt Instruments

  • Issue of Debentures and Bonds, Creation of Security and Debenture Redemption Reserve, Drafting of Debenture Trust Deed, Redemption of Debentures, Conversion of Debentures into Shares
  • Deposits

4. Procedure relating to Membership, Transfer and Transmission

  • Induction of Members, Nomination of Shares, Variation of Shareholders’ Rights, Cessation of Membership including Dispute Resolution
  • Transfer/Transmission/Transposition
  • Admission of Securities in Electronic Mode
  • Dematerialization/ Rematerialisation of Securities
  • Compliances relating to Insider Trading and Takeovers

5. Directors and Managerial Personnel

  • Obtaining DIN
  • Directors and Managerial Personnel– Appointment, Reappointment, Resignation, Removal and Varying Terms of Appointment/Re-appointment
  • Payment of Remuneration to Directors and Managerial Personnel and Disclosures thereof; Compensation for Loss of Office
  • Waiver of Recovery of Remuneration
  • Making Loans to Directors, Disclosure of Interest by a Director, Holding of Office or Place of Profit by a Director/Relative
  • Company Secretary – Appointment, Resignation and Removal
  • Company Secretary in Practice – Appointment, Resignation and Removal

6. Meetings

  • Collective Decision Making Forums – Authority, Accountability, Delegation and Responsibility
  • Board Meetings – Convening and Management of Meetings of Board and Committees; Preparation of Notices and Agenda Papers
  • General Meetings – Convening and Management of Statutory Meeting, Annual and Extra-Ordinary General Meetings, Class Meetings; Creditors’ Meetings; Preparation of Notices and Agenda Papers; Procedure for Passing of Resolutions by Postal Ballot; Voting through Electronic Means; Conducting a Poll and Adjournment of a Meeting
  • Post-Meeting Formalities – Preparation of Minutes and Dissemination of Information and Decisions

7. Auditors

  • Auditors – Procedure for Appointment/Re-appointment, Resignation and Removal of Statutory Auditors and Branch Auditors; Appointment of Cost Auditors
  • Special Auditors; CAG audit

8. Distribution of Profit

  • Ascertainment of Distributable Profits and Declaration of Dividend; Payment of Dividend
  • Claiming of Unclaimed/Unpaid Dividend; Transfer of Unpaid/Unclaimed Dividend to Investor Education and Protection Fund

9. Procedure relating to Charges

  • Creation and Registration, Modification, Satisfaction of Charges
  • Inspection of charges

10. Procedure relating to Inter-Corporate Loans, Investments, Guarantees and Security

  • Making Inter-Corporate Loans, Investments, Giving of Guarantee and Security

11. Preparation & Presentation of Reports

  • Preparation of Financial Statements, Auditors’ Report, Directors’ Report and Report on Corporate Governance

12. E- Filing

  • Filling and Filing of Returns and Documents
    1. Annual Filing, i.e., Annual Accounts; XBRL Filing, Compliance Certificate, Annual Return
    2. Event Based Filing

13. Striking off Names of Companies

  • Law and Procedure

14. Recent Trends and Developments in Company Law

15. Trusts and Non Profit Organisation

CS Professional Syllabus June 2017 – Secretarial Audit,Compliance Management and Due Diligence

Module -1 : PART A: Secretarial Audit (25 Marks)

1. Secretarial Standards

  • Concept, Scope and Advantages
  • Secretarial Standards issued by the ICSI
  • Compliance of Secretarial Standards for Good Governance
  • Relevance of Guidance Note(s)

2. Secretarial Audit

  • Need, Objective and Scope
  • Periodicity and Format for Secretarial Audit Report
  • Benefits of Secretarial Audit
  • Professional Responsibilities and Penalties

3. Checklist for Secretarial Audit

Part B: Due Diligence and Compliance Management (75 Marks)

4. Due Diligence – An Overview

  • Introduction, Nature, Need and its Significance
  • Objectives, Scope and Types of Due Diligence
  • Process of Due Diligence
  • Concept of Data Room in Due Diligence
  • Due Diligence vs. Audit

5. Issue of Securities

  • Introduction and Regulatory Framework
  • Pre and Post Issue Due Diligence – IPO/FPO
  • Due Diligence – Preferential Issues of Listed and Unlisted Companies
  • Employee Stock Option, Bonus Issue, Rights Issue, Debt Issues
  • Issue of Securities by SMEs
  • Role of Company Secretary in Issue of Securities

6. Depository Receipts Due Diligence

  • Introduction; Broad Regulatory Framework; Parties, Approvals,
  • Documentation and Process
  • Issue of ADRs, GDRs, IDRs and FCCBs

7. Merger & Acquisition (M&A) Due Diligence

  • Introduction
  • Stages of M&A Due Diligence
  • Data Room Management
  • Business, Financial, Legal and Corporate Governance Due
  • Diligence
  • HR and Cultural Due Diligence
  • Impact of Due Diligence on Valuation
  • Takeovers and Acquisitions Due Diligence

8. Competition Law Due Diligence

  • Introduction
  • Need for Competition Compliance Programme
  • Mergers & Acquisitions and Competition Law Aspects
  • Reasons for Due Diligence of Competition Law Aspects
  • Process of Due Diligence of Competition Law Aspects
  • Due Diligence of Various Agreements
  • Some Common Anti Competitive Practices
  • Due Diligence on Abuse of Dominance
  • Due Diligence Checklist for Compliance with Competition Act, 2002
  • Checklist for Anti Competitive Agreements/Abuse of Dominant Position/Regulation of Combinations

9. Legal Due Diligence

  • Introduction
  • Objectives, Scope, Need and Process
  • General Documents/Aspects to be covered
  • Possible Hurdles in Carrying out a Legal Due Diligence and Remedial Actions

10. Due Diligence for Banks

  • Introduction
  • Need for Due Diligence for Banks
  • Process of Due Diligence for Banks
  • Due Diligence Report to Banks

11. Environmental Due Diligence

  • Introduction
  • Need for Environmental Due Diligence
  • Process involved in Environmental Due Diligence
  • Regulatory Framework relating to Environment
  • Check List on Major Regulatory Compliances
  • Environmental Guidelines for Industries by Ministry of
  • Environment
  • Environmental Impact Assessment
  • Environmental Management Plan
  • Preparation of Risk Analysis Matrix
  • Identification of Potential Issues
  • Impact Analysis
  • Suggestions and Mitigation Measures

12. Search and Status Reports

  • Importance and Scope
  • Verification of Documents relating to Charges
  • Requirements of Financial Institutions and Corporate Lenders
  • Preparation of Report

13. Compliance Management

  • Concept and Significance
  • Establishment of Compliance Management System
  • Absolute, Apparent and Adequate Compliance

CS Professional Syllabus June 2017 – Corporate Restructuring, Valuation and Insolvency

Module -1 : PART A – Corporate Restructuring (50 Marks) Paper-3

1. Introduction and Concepts

  • Meaning of Corporate Restructuring
  • Need, Scope and Modes of Restructuring
  • Historical Background
  • Emerging Trends
  • Planning, Formulation and Execution of Various Corporate Restructuring Strategies – Mergers, Acquisitions, Takeovers, Disinvestments and Strategic Alliances, Demerger and Hiving off
  • Expanding Role of Professionals

2. Merger and Amalgamation

  • Introduction
  • Legal, Procedural, Economic, Accounting, Taxation and Financial Aspects of Mergers and Amalgamations including Stamp Duty and Allied Matters
  • Interest of Small Investors
  • Merger Aspects under Competition Law
  • Jurisdiction of Courts; Filing of Various Forms
  • Amalgamation of Banking Companies and Government Companies
  • Cross Border Acquisition and Merger

3. Corporate Demerger and Reverse Merger

  • Concept of Demerger; Modes of Demerger – by Agreement, under Scheme of Arrangement
  • Demerger and Voluntary Winding Up
  • Legal and Procedural Aspects; Tax Aspects and Reliefs
  • Reverse Mergers – Procedural Aspects and Tax Implications

4. Takeover

  • Meaning and Concept
  • Types of Takeovers; Legal Aspects – SEBI Takeover Regulations
  • Disclosure and Open Offer Requirements
  • Bail Out Takeovers and Takeover of Sick Units
  • Takeover Defences
  • Cross Border Takeovers

5. Funding of Merger and Takeover

  • Financial Alternatives; Merits and Demerits
  • Funding through various Types of Financial Instruments including Equity and Preference Shares, Debentures, Securities with Differential Rights, Swaps, Stock Options; ECBs, Funding through Financial Institutions and Banks
  • Rehabilitation Finance
  • Management Buyouts/Leveraged Buyouts

6. Financial Restructuring

  • Reduction of Capital
  • Reorganization of Share Capital
  • Buy-Back of Shares – Concept and Necessity
  • Procedure for Buy-Back of Shares by Listed and Unlisted Companies

7. Post Merger Reorganization

  • Factors involved in Post Merger Reorganization
  • Integration of Businesses and Operations
  • Assessing Accomplishment of Post Merger Objectives; Measuring Post Merger Efficiency

8. Case Studies

PART B – Valuation (30 Marks)

9. Introduction

  • Meaning, Objective & Scope of Valuation
  • Principles of Valuation
  • Preliminary Work relating to Valuation
  • Valuation Standards and Valuation Analysis

10. Valuation Techniques

  • Historical Earnings Valuation
  • Asset Based Valuation
  • Market Based Valuation

11. Regulatory and Taxation Aspects

  • Legal & Regulatory aspects related to Valuation such as SEBI Regulations/ RBI Regulations
  • Income Tax Implications

12. Valuations for Different Strategies

  • Merger & Acquisition, Demerger, Slump Sale
  • Liquidation and Corporate Insolvency
  • Internal & External Restructuring
  • Valuation of Intangibles
  • Valuation of Securities

PART C – Insolvency (20 Marks)

13. Introduction

  • Concept of Insolvency, Historical Developments
  • History of Bankruptcy Laws in USA, UK and India

14. Revival, Rehabilitation and Restructuring of Sick Companies

  • Sick Companies and their Revival with Special Reference to the Law and Procedure relating to Sick Companies

15. Securitization and Debt Recovery

  • Overview of the Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002; Process; Participants
  • Special Purpose Vehicle (SPV), Asset Reconstruction Companies (ARCs), Qualified Institutional Buyers (QIB)
  • Overview of the Recovery of Debts Due to Banks and Financial Institutions Act, 1993
  • Tribunal, Procedure; Compromises and Arrangements with Banks and Creditors

16. Winding Up

  • Concept; Modes of Winding Up; Administrative Machinery for Winding Up
  • Winding up Process and Procedure; Managing Stakeholders and Parties in Liquidation; Conducting Meetings of Shareholders/Creditors; Dealing with Contracts; Managing Estate
  • Outsourcing Responsibilities to Professionals/Service providers such as Valuers, Security Agencies
  • Best Practices in Performing Liquidation/Administrator Functions; Accountability and Liabilities; Role of Liquidators and Insolvency Practitioners
  • Consequences of Winding Up; Winding Up of Unregistered Companies; Dissolution

17. Cross Border Insolvency

  • UNCITRAL Model Law on Cross Border Insolvency
  • UNCITRAL Legislative Guide to Insolvency Law
  • World Bank Principles for Effective Insolvency and Creditor Rights
  • Asian Development Bank Principles of Corporate Rescue and Rehabilitation
  • Bankruptcy under chapter 11 of US Bankruptcy Code

CS Professional Syllabus June 2017 – Information Technology and Systems Audit

Module – 2  :Paper -4

1. Information Technology Law

  • Information Technology Act
  • Definitions, Important terms under Information Technology Legislation
  • Digital Signatures
  • Electronic Records
  • Certifying Authority
  • Digital Signature Certificate
  • Cyber Regulation Appellate Tribunal
  • Offences and Penalties

2. Information Systems

  • Systems- An Overview
  • Information and Data: Definition and Distinctions
  • Information as a Corporate Resource
  • Features and Qualities of Information
  • Types of Information
  • Process of Generating Information
  • Value and Cost of Information
  • Information Needs at Various Levels of Management
  • Factors Influencing Information Needs
  • Information Systems: Definition and Elements
  • Information System Activities
  • Types of Information Systems
  • Information Systems in Business Management
  • Recent Trends in Information Systems

3. Computer Hardware – An Overview

  • Computers: An Introduction
  • Computer System: Concept, Types, Categories and Emerging Technologies
  • Components of a Computer System
  • Primary and Secondary Storage, Computer Storage Capacities
  • Computer Peripherals
  • Inputs, Output and Storage Devices

4. Computer Software – An Overview

  • Computer Software: An Introduction, Software Trends
  • Multi-Programming, Multi-Processing, Time Sharing, Batch Processing
  • On-Line and Real Time Processing
  • Application Software
  • Systems Securities

5. Database Management

  • Data Base Concepts
  • Data Structure
  • Data Base Management System
  • Data Base Files
  • Data Mining and Warehousing

6. Programming – An overview

  • Programming: Concepts, Stages of Programming
  • Programme Development Approach
  • Algorithm, Flow Charting Concepts
  • High Level Languages
  • Machine Level Languages

7. Internet and Other Technologies

  • Internet and World-Wide Web, Intranets, Extranets, Applications Of Internet, Internet Protocols
  • E-Commerce – Nature, Types (B2B, B2C, C2C), Supply Chain Management, CRM, Electronic Data Interchange (EDI), Electronic Fund Transfers (EFT), Payment Portal, E-Commerce Security
  • Mobile Commerce, Bluetooth and Wi-Fi

8. Management Information Systems – An Overview

  • Concept, Evolution and Elements
  • Structure – Computerized MIS
  • Approaches of MIS Development
  • Pre-requisites of an Effective MIS(a) Statutory corporations
  • MIS and Decision Support Systems
  • MIS and Information Resource Management
  • Artificial Intelligence and Expert System

9. Enterprise Resource Management

10. E-Governance in India

11. Systems Audit – An Overview

  • Nature, Significance and Scope of Systems Audit
  • Steps Involved in Conducting Systems Audit
  • Systems Audit and Management Functions
  • Systems Audit of Computerized Secretarial Functions
  • Norms and Procedure for Computerization, Computers Control and Security
  • Testing of Computer Systems
  • Documentation Standards, Policies and Procedures, Audit Approach

CS Professional Syllabus June 2017 –  Financial Treasury and Forex Management

Module-2 : paper-5

1. Nature and Scope of Financial Management

Nature, Significance, Objectives and Scope (Traditional, Modern and Transitional Approach), Risk-Return and Value of the Firm, Financial Distress and Insolvency, Financial Sector Reforms and their Impact, Functions of Finance Executive in an Organisation

2. Capital Budgeting

Time Value of Money, Planning and Control of Capital Expenditure, Capital Budgeting Process Techniques of Capital Budgeting- Discounted and Non- Discounted Cash Flow Methods, Choice of Methods Capital Rationing; Risk Evaluation and Sensitivity Analysis, Simulation for Risk Evaluation Linear Programming and Capital Budgeting Decisions

under Constraints and with Multiple Objectives using Mathematical Programming Models, Inflation, Uncertainty and Evaluation using Statistical Decision Theory, Analysis of Capital Budgeting, Decisions- Some Case Studies

3. Capital Structure

Meaning and Significance, Capital Structure vis-à-vis Financial Structure; Planning and Designing; Optimal Capital Structure, Determinants of Capital Structure; Capital Structure and Valuation – Theoretical Analysis, EBIT – EPS Analysis, EBITDA Analysis (Earnings before Interest, Tax, Depreciation and Amortization), Risk and Leverage; Measures of Operating and Financial Leverage, Effects of Leverage on Shareholders’ Returns

4. Cost of Capital

Cost of Capital Meaning; Factors Affecting Cost of Capital ,Measurement of Cost of Capital, Weighted Average Cost of Capital, Marginal Cost of Capital

5. Financial Services

Meaning, Significance, Scope and Structure of Financial Services, Types of Financial Services- Merchant Banking, Securitization of Debt, Loan Syndication, Housing Finance, Custodial and Advisory

6. 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; Loan Documentation, Project Review and Control; Social Cost and Benefit Analysis of Project. (UNIDO Approach), 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

7. Dividend Policy

Introduction; Types, Determinants and Constraints of Dividend Policy Forms of Dividend Different Dividend Theories – Walter’s Model, Gordon’s Model and Modigliani-Miller Hypothesis of Dividend Irrelevance Dividend Policy – Practical and Legal Constraints Corporate Dividend Practices in India

8. 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 Forfeiting

9. Security Analysis and Portfolio Management

Security Analysis – Measuring of Systematic and Unsystematic Risk, Fundamental Analysis (Economic, Industry and Company), Technical Approach and Efficient Capital Market Theory

Portfolio Management – Meaning, Objectives; Portfolio Theory -Traditional Approach; Fixed and Variable Income Securities, Markowitz Portfolio Theory; Modern Approach – CAPM Model; Economic Value Added, Sharpe Single & Multi Index Model; Arbitrage Pricing Theory (APT); Risk Adjusted Measure of Performance

10. Derivatives and Commodity Exchanges- An Overview

11. Treasury Management

Meaning, Objectives, Significance, Functions and Scope of Treasury Management, Relationship between Treasury Management and Financial Management; Role and Responsibilities of Chief Finance Officer Tools of Treasury Management; Internal Treasury, Controls; Environment for Treasury Management, Liquidity Management, Regulation, Supervision and Control of Treasury Operations, Implications of Treasury on International, Banking

12. Forex Management

Nature, Significance and Scope of Forex Management, Foreign Exchange Market and its Structure, Foreign Exchange Rates and its Determination, Exchange Rate Quotes; Types of Exchange Rates; Forex Trading; Currency Futures and Options, Foreign Exchange Risk Exposures and their Management; Exchange Rate Forecasting; Risk in Foreign Exchange Business

13. Practical Problems and Case Studies

CS Professional Syllabus June 2017 – Ethics, Governance and Sustainability

Module -2 : Paper -6

Part A: Ethics and Governance (70 Marks)

1. Introduction

  • Ethics, Business Ethics, Corporate Governance, Governance through Inner Consciousness and Sustainability
  • Failure of Governance and its Consequences

2. Ethical Principles in Business

  • Role of Board of Directors
  • Organization Climate and Structure and Ethics
  • Addressing Ethical Dilemmas
  • Code of Ethics; Ethics Committee; Ethics Training; Integrity Pact
  • Case Studies and Contemporary Developments

3. Conceptual Framework of Corporate Governance

  • Introduction, Need and Scope
  • Evolution of Corporate Governance
  • Developments in India
  • Developments in Corporate Governance – A Global Perspective
  • Elements of Good Corporate Governance

4. Board Effectiveness – Issues and Challenges

  • Board Composition; Diversity in Board Room; Types of Directors; Board’s Role and Responsibilities
  • Chairman, CEO, Separation of Roles
  • Relationship between Directors and Executives
  • Visionary Leadership
  • Board Charter, Meetings and Processes
  • Directors’ Training and Development
  • Performance Evaluation of Board and Directors

5. Board Committees

  • Introduction
  • Various Board Committees, their Composition, Role and Responsibilities, Contribution to Board Governance
    1. Audit Committee
    2. Shareholders Grievance Committee
    3. Remuneration Committee
    4. Nomination Committee
    5. Corporate Governance Committee
    6. Corporate Compliance Committee
    7. Other Committees

6. Legislative Framework of Corporate Governance in India

  • Under Listing Agreement, SEBI Guidelines, Companies Act
  • Corporate Governance in
    • PSUs
    • Banks
    • Insurance Companies

7. Legislative Framework of Corporate Governance – An International Perspective

  • Australia
  • Singapore
  • South Africa
  • United Kingdom
  • Contemporary Developments in the Global Arena

8. Risk Management and Internal Control

  • Risk and its Classification
  • Risk Management and Oversight
  • Enterprise Risk Management
  • Internal Control
  • Roles and Responsibilities of Internal Control
  • Disclosure about Risk, Risk Management and Internal Control

9. Corporate Governance and Shareholder Rights

  • Rights of Shareholders
  • Challenges in Exercising Shareholders Rights
  • Corporate Governance issues with regard to Related Party Transactions
  • Role of Investor Associations in Securing Shareholders Rights
  • Role of Institutional Investors in Corporate Governance

10. Corporate Governance and Other Stakeholders

  • Employees
  • Customers
  • Lenders
  • Vendors
  • Government
  • Society

11. Corporate Governance Forums

  • The Institute of Company Secretaries of India
  • National Foundation for Corporate Governance
  • Organisation for Economic Co-operation and Development
  • Global Corporate Governance Forum
  • Institute of Directors
  • Commonwealth Association of Corporate Governance
  • International Corporate Governance Network
  • The European Corporate Governance Institute
  • Conference Board
  • The Asian Corporate Governance Association
  • Corporate Secretaries International Association

Part B: Sustainability (30 Marks)

12. Sustainability

  • Meaning and Scope
  • Corporate Social Responsibility and Corporate Sustainability
  • Sustainability Terminologies and Meanings
  • Why is Sustainability an Imperative
  • Sustainability Case Studies
  • Triple Bottom Line (TBL)

13. Corporate Sustainability Reporting Frameworks

  • Global Reporting Initiative Guidelines
  • National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business
  • International Standards
  • Sustainability Indices
  • Principles of Responsible Investment
  • Challenges in Mainstreaming Sustainability Reporting
  • Sustainability Reporting Case Studies

14. Legal Framework, Conventions, Treaties on Environmental and Social Aspects

15. Principle of Absolute Liability – Case Studies

16. Contemporary Developments – Integrated Reporting

CS Professional Syllabus June 2017 – Advance Tax Laws and Practice

Part A: Direct Tax Management (30 Marks)

Chapter 1: Taxation of Individual Entities, Partnership, LLP, Companies.

Chapter 2: International Taxation Covering Taxation of Non-Resident Entities, Advance Ruling, Transfer Pricing, Direct tax Avoidance Agreement.

Chapter 3: Case studies and Practical Problems covering Advance Tax Planning relating to Companies and Business Entities.

Part B: Central Excise, Customs, VAT and Service Tax (70 Marks)

1. Introduction

Special Features of Indirect Tax Levies – All Pervasive Nature, Contribution to Government Revenues; Constitutional Provisions Authorizing the Levy and Collection of Duties of Central Excise and Customs

2. Central Excise Laws

  • Basis of Chargeability of Duties of Central Excise – Goods, Manufacture, Classification and Valuation of Excisable Goods
  • CENVAT Credit Mechanism
  • Registration, Assessment, Provisional Assessment, Manner of Payment of Duty, Exemption, Recovery and Refunds of Duties
  • Clearance of Excisable Goods; Invoice System, Central Excise Bonds; Maintenance of Accounts and Records and Filing of Returns, Large Tax Payer Units, Excise Audit 2000, Audit u/s 14 and 14AA of Central Excise Act 1944
  • Exemption to First Clearance of Specified Goods
  • Export Incentives under Central Excise such as SEZs, STPI, EHTP, EPZ
  • Investigation, Adjudication, Appeal and Revision, including Appearance before CESTAT by Company Secretary as Authorized Representative; Settlement of Cases, Advance Ruling
  • Search, Seizure, Arrest, Prosecution and Compounding; Offences and Penalty
  • Miscellaneous Provisions under Central Excise

3. Customs Laws

  • Levy of Customs Duties, Types of Customs Duty Leviable, Tariff Classification & Exemptions, Valuation of Imported and Exported goods
  • Provision of Assessment, Payment of Duties, Recovery and Refund of Customs Duties
  • Duty Drawback
  • Procedure for Clearance of Imported and Exported Goods
  • Transportation and Warehousing
  • Confiscation of Goods and Conveyances and Imposition of Penalties; Search, Seizure and Arrest, Offences and Prosecution Provisions
  • Adjudication, Appeal and Revision; Settlement of Cases, Advance Ruling
  • Other Relevant Areas and Case Studies under Custom Laws and Rules

4. Promissory Estoppel in Fiscal Laws – Principles and Applicability with reference to Indirect Taxes

5. Tax Planning and Management – Scope and Management in Customs, with Specific Reference to important Issues in the Respective Areas

6. Background, Negative List Approach, Statutory Provisions, Taxable Services, Valuation, Point of Taxation, Place of Provision of Service, Administrative Mechanism and Procedural Aspects, Assessment, Computation, Levy, Collection and Payment of Service Tax, Exemptions, CENVAT Credit for Service Tax, Returns, Refunds, Demands, Appeals, Revisions, Advance Rulings, Settlement Commission, Audit under Section 72A of Finance Act, 1994.

7. Goods and Service Tax (GST) – Concept and Developments

8. Background, Concept and Mechanism of VAT, Classification, Invoicing, Exemption, Returns, Refunds, Demands, Appeals, Revisions, Liability under VAT

9. Set off and Composition Scheme, Computation of VAT, Assessment, VAT on Works Contract, Right to use Property, Rate of Tax, Procedural Aspects including Registration, Preparation and Filing of E-Returns, Audit and Appearances

CS Professional Syllabus June 2017 – Drafting,Appearances and Pleadings

Module -3 :Paper:8

Contents:

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

2. Drafting and Conveyancing relating to Various Deeds and Agreements

  • Conveyancing in General, Object of Conveyancing
  • Drafting of various Agreements including Sale Agreements, Joint Venture and Foreign Collaboration Agreements, Arbitration; Guarantees, Counter Guarantees; Bank Guarantee, Hypothecation Agreement, Outsourcing Agreements, Service Agreements, E-Contracts, Leave and License, IPR Agreements,
  • Promissory Note, Power of Attorney- General and Special, Will, Relinquishment Deed, Deed of Dissolution of Partnership, HirePurchase Agreement, Deed of Family Settlement and Other Deeds
  • Deed of Sale of Land, Building, Mortgage, License, Lease, Assignment, Trust, Gift, Partnership
  • Drafting of Writs, Partnership Deed, Sale Agreements, Collaboration Agreements, Hypothecation Agreements, EContracts
  • Drafting of Legal Opinion
  • Shareholder’s Agreement

3. Drafting of Agreements under the Companies Act

  • Pre incorporation Contracts; Memorandum and Articles of Association and other Agreements like slump sale

4. Pleadings

  • Pleadings in General; Object of Pleadings; Fundamental Rules of Pleadings
  • Civil: (i) Plaint Structure; Description of Parties (ii) Written Statement (iii) Interlocutory Application (iv) Original Petition (v) Affidavit (vi) Execution Petition and (vii) Memorandum of Appeal and Revision (viii) Petition under Article 226 and 32 of the Constitution of India (ix) Special Leave Petition
  • Criminal: (i) Complaints (ii) Criminal Miscellaneous Petition (iii) Bail Application and (iv) Memorandum of Appeal and Revision
  • Application for Setting Aside Ex-Parte Decree; Ordinary Suit of Recovery; Suit under Order XXXVII of Code of Civil Procedure, 1908
  • Suit for Permanent Injunction; Application for Temporary Injunction; Suit for Specific Performance; General Principles of Criminal Proceedings; Application under Section 125 of Code of Criminal Procedure, 1973; F.I.R under Section 154 of Code of Criminal Procedure, 1973

5. Appearances

  • Appearance before Tribunals/Quasi Judicial Bodies such as CLB, SAT, NCLT, CCI, TRAI, Tax Authorities and Appellate Tribunals
  • Drafting of Affidavit in Evidence; Arguments on Preliminary Submissions, Arguments on Merits; Legal Pleadings and Written Submissions
  • Dress Code, Etiquettes and Court Craft

6. Compounding of Offences

  • Compounding of Offences under the Companies Act, SEBI Act, FEMA
  • Consent Orders

7. Practical Exercises

  • Notice to the Tenant under section 106 of Transfer of Property Act
  • Notice under Section 80 of Code of Civil Procedure, 1908
  • Reply to Notice
  • General Power of Attorney
  • Will
  • Agreement to Sale
  • Deed of Sale
  • Suit for Dissolution of Partnership
  • Petition for grant of Probate / Letters of Administration
  • Petition under Section 397 of Companies Act, 1956
  • Application for Appointment of Receiver/Local Commissioner
  • Application for Compromise of Suit
  • Application for Appointment of Guardian
  • Application to Sue as an Indigent Person under Order 33, Code of Civil Procedure
  • Appeal from Original Decree under Order 41, Code of Civil Procedure
  • Appeal from Orders under order 43 of Code of Civil Procedure
  • Revision Petition / Review Petition
  • Application under Section 5 of Limitation Act
  • Application for Execution
  • Application for Caveat Section 148A of Code of Civil Procedure
  • Writ Petition
  • Application under Section 482 of Code of Civil Procedure
  • Compounding of Offences by way of Compromise under Section 320(i) Code of Criminal Procedure
  • Lease Deed / Mortgage Deed
  • Special Power of Attorney
  • Relinquishment Deed
  • Partnership Deed / LLP Agreement
  • Reference to Arbitration and Deed of Arbitration
  • Deed of Gift
  • Notice under Section 434 of the Companies Act
  • Notice for Specific Performance of Contract

CS Professional Syllabus June 2017 – Elective Subjects