CS Professional Corporate Restructuring Important Topics
CS Professional Corporate Restructuring Important Topics.In the previous post, we have given CS Professional Corporate Restructuring important Chapters. Today we are providing important Topics of CS Professional Corporate Restructuring.Scroll Down
Best CS Professional CRVI Video Lectures
| Â CS Professional Corporate Restructuring Important Topics (VVImp) | |
| • Acquisition under Section• Need for Corporate Restructuring
• Fast Track Merger (Section 233) • Merger process under CA 2013 (in brief) • Extra Territorial Jurisdiction -CCI (Sec 32) • Process of Investigation under competition • Amalgamation after the Balance Sheet date • IND AS-393 • Amalgamation of Government Companies • Holding-Subsidiary amalgamation (exemption from stamp duty) • Withdrawal of offer under SAST (Mg 23) • Leveraged Buy Out (LBO) • Demerger under Income Tax Act • Over capitalised – Under capitalised company • Creeping Acquisition • Common mistakes/Pitfalls in merger • Disclosure under SAST • Non-financial considerations in Valuation • Reduction of capital without court sanction • Valuation by a team of Experts • Stamp duty aspects of merger (Li-Taka) • Exemptions – Open Offer (Buy Back/Inter-se) • Reverse Merger  |
• Market price (Cases in which Market price basis is not relevant)
• Valuation Documentation & Objectives • Valuation under Slump Sale • Differential Pricing under ICDR • Corporate Insolvency Resolution Process • Offer Price under SAST • Assistance by Magistrate under SARFAESI • Functions of Resolution Professional • Features of IBC • Non-Applicability of SARFAESI in certain • Validity of the SARFAESI ( Mardia • Appeal to DRAT (Section 20) • Circumstances for winding up by the • Difference between Voluntary Winding up by (Members/Creditors) • Definitions Cross Border Insolvency (Foreign Main/State etc) • Triangular Merger • De-minimis exemption (small target exemption) • Features of Chapter 11 – United States • Indirect Acquisition under SAST  |
Best Selling CS Professional Video Lectures Combo
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INTRODUCTION & CONCEPTS |
| Need and scope of Corporate Restructuring                Â
Types of Corporate Restructuring                   Ways of growth of business organization                        |
| MERGERS & AMALGAMATIONS – LEGAL & PROCEDURAL ASPECTSÂ Â Â Â Â Â Â Â Â Â Â Â Â Â |
| Procedure of Mergers & Amalgamations
Types of merger                        Sec 391 – 396                        And relevant case laws relating to Mergers & Amalgamations             Approvals of Stock Exchange in Scheme of Amalgamation                        Application to High Court seeking direction to hold board meeting (Form 33 to 41)                        Mihir Mafatlal Case Law                        Takeover if unlisted and closely held companies          |
| ECONOMIC & COMPETITION LAW ASPECTS OF MERGERS & AMALGAMATIONS |
| Threshold limits (Sec 5, 6, 32) |
| ACCOUNTING ASPECTS OF AMALGAMATIONS |
| Types of amalgamation
Method of Accounting for Amalgamation |
| FINANCIAL, STAMP DUTY & TAXATION ASPECTS OF AMALGAMATIONS |
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Important case laws relating to Topic Taxation aspect |
| INTEREST OF THE SMALL INVESTORS IN THE MERGERS Â Â Â Â |
| Important case laws Relating To Topic
Protection of minority interest |
| AMALGAMATION OF BANKING AND GOVERNMENT COMPANIES Â Â Â Â Â Â Â Â Â |
| Amalgamation of two banking companies
Amalgamation of NBFC with banking companies Amalgamation in case of two government companies or related to government companies  |
| CORPORATE DEMERGERS AND REVERSE MERGERS TAKEOVERS |
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Tax aspects of demerger and reverse merger                  |
| TAKEOVER |
| Open offer process
Exemption from open offer Defense strategies Kind of take-over        |
Best CS Professional CRVI Video Lectures
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FUNDING OF MERGERS AND TAKEOVERS |
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Funding through various types of financial instrument FINANCIAL RESTRUCTURING Buyback of shares Reduction share capital |
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POST MERGER RE-ORGANISATION Â Â Â |
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Factors And impact        |
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VALUATION INTRODUCTION AND TECHNIQUES Â Â Â |
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Need and purpose of valuation Factors affection valuation Non-financial consideration in valuation Basic methods of valuation Discounted cash flow valuation method Valuation by team of experts       |
| REGULATORY ASPECTS OF VALUATION WITH REFERENCE TO CORPORATE STRATEGIES |
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Important case laws on valuation Regulatory aspects of valuation: SEBI Regulation Valuation of brands Regulation Framework for Insolvency in India UK and US Bankruptcy laws            |
| REVIVAL AND RESTRUCTURING OF SICK COMPANIES Â Â Â Â Â Â |
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SICA vs Companies act Procedural aspect under SICA sec 15 to 21 Important case laws Relating To Topic          |
| SECURITIZATION |
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DRT Cancellation of certificate of registration Case laws Non applicability of the act in certain cases                      |
| DEBT RECOVERY : CS Professional Corporate Restructuring Important Topics   |
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DRT DRAT Modes of recovery of debt     |
| WINDING UP :Â CS Professional Corporate Restructuring Important Topics |
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Insolvency vs winding up vs dissolution Modes of winding up Member’s voluntary winding up vs creditors Inability to pay debts Compulsory winding up Voluntary winding up Important provisions applicable in case of every mode of winding up [Sec 529 (a) , 530 , 531]         |
| CROSS BORDER INSOLVENCY :Â CS Professional Corporate Restructuring Important Topics |
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UNCITRAL Cross border insolvency Key provision of model law World bank principles |
CS Professional Important TopicsÂ
Here we are providing subject wise important topics to CS Professional students. See below How to prepare CS Professional Module – 1 Module – 2 and Module – 3. Click below links
Module I
- Advanced Company Law and Practice
- Secretarial Audit, Compliance Management, and Due Diligence
- Corporate Restructuring, Valuation, and Insolvency
Module II
- Information Technology and Systems Audit
- Financial, Treasury and Forex Management
- Ethics, Governance, and Sustainability
Module III
CS Professional Important Chapters
Important Chapters of CS Professional Exam
Here we are providing subject wise important chapters to CS Professional students. See below How to prepare CS Professional Module – 1, Module – 2, Module – 3 and Elective Papers. Click below links
Module I
Paper 1. Advanced Company Law and Practice
Paper 2. Secretarial Audit, Compliance Management and Due Diligence
Paper 3. Corporate Restructuring, Valuation and Insolvency
Module II
Paper 4. Information Technology and System Audit
Paper 5. Financial Treasury and Forex Management
Paper 6. Ethics, Governance and Sustainability
Module III
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Article Name: CS Professional Corporate Restructuring Important Topics
