CS Professional Advanced Company Law Video Classes : The Company Secretary plays an important role in ensuring compliance of various provisions of the company law thereby avoiding penal consequences, these Video Lectures has been prepared with a view to provide an expert knowledge and understanding of the various procedural requirements of Company Law. The students are advised to study the various procedures relevant for the purpose of this paper, in the light of the provisions of the Company Law and Rules made thereunder through these Video Classes
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CS Professional Group 2 Video Lectures |
| 1. CS Professional Advanced Company Law Video Classes
2. CS Professional Corporate Restructuring Video Classes
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1. CS Professional FTFM Video Classes | FTFM Lectures
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We have provided the chapter wise index for this subject below
CS Professional Advanced Company Law Video Classes : Chapter 1 : COMPANY
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| Topics Covered in this Chapter |
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Procedure for incorporation of company for charitable and other public utility purposes without additio, of the words “limited” or “private limited” to its , Procedure for issue of licence under section 8 to a company already registere, Procedure for incorporation of a company as subsidiary of an existing company, Unlimited companies, Procedure to form a nidhi compan, Procedure to register a foreign company in Indian, Conversion of companies, Conversion of one person company to private company/public company, Procedure for conversion of one person company of the companies rule, Conversion of private company into one person company (rule 7), Conversion of private company into public company, Conversion of public company into a private company, Conversion of section 8 company into a company of any other kind (rule 21), Conversion of unlimited liability company into a limited liability company by shares or guarantee (rule 37), Conversion of a company limited by guarantee into a company limited by shares (rule 39 , Pre-incorporation agreements and contract, Annexure, LESSON ROUN, SELF-TEST QUESTION
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CS Professional Advanced Company Law Video Classes : Chapter 2 : PROCEDURE FOR ALTERATION OF MEMORANDUM AND ARTICLES |
| Topics Covered in this Chapter |
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Change of name of a company, Change of name by rectification, Effect of change of name of a company, Change of objects of a company, Procedure for changing objects of a company, Additional requirement – Change of objects for which money is raised through prospectus, Change of registered office of a company, Alteration of articles of association of a company, Procedure for Altering Articles of Association, Effect of alteration of article, Annexure, LESSON ROUND UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 3 : ISSUE AND ALLOTMENT OF SECURITIES |
| Topics Covered in this Chapter |
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Broad regulatory framework – A revision, Provisions relating to Issue of Securities (Section 23), Dematerialization, Let us understand certain term, Securities, Prospectu, Deemed Prospectus, Abridged Prospectus, Private placement, Private Placement to be Treated as Public Offer, Offer Made only to Specified Person, Allotment of Securities, Monies to be kept in separate bank accound, Exemption to NBFC and HF, Procedure to make allotment through private placement, Equity shares with differential voting right, Procedure for issue of equity shares with differential voting rights, Issue of shares at discount, Issue of sweat equity shares, Conditions for issuance of sweat equity shares, Procedure for issue sweat equity shares, Issue of shares at a premium, Application of securities premium account, Further issue of shares capital, Rights issue of shares, Procedure for issue of rights shares, Employee stock option, Procedure for issue of securities to employees through “employees stock option scheme”, Issue of share on preferential basis, Procedure for issue of shares on preferential basis, Issue of bonus share, Sources of bonus share, Conditions for issue of bonus share, Restrictions on withdrawal of bonus issue, Procedure for issue of bonus share, Issue and redemption of preference shares, Procedure to issue and redemption of preference shares, LESSON ROUND UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 4 : ALTERATION OF SHARE CAPITAL |
| Topics Covered in this Chapter |
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Alteration of share capital of a company, Filing of notice of change in share capital with roc, Procedure for increasing share capital, Procedure for consolidation of share capital, Procedure for sub-division of share capital, Conversion of shares into stock, Procedure for conversion of fully paid shares into stock, Effect of conversion of shares into stock, Procedure for re-conversion of stock into fully paid shares, Notice for Payment of Call on Defaulting Members and forfeiture of shares, Procedure for forfeiture of shares, Sale, etc. of Forfeited Shares, Cancellation of shares, Procedure for Cancellation of Shares, Surrender of shares, Reduction of share capital, Procedure for reduction of share capital, Annexures, LESSON ROUND UP, SELF-TEST QUESTIONS,.
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CS Professional Advanced Company Law Video Classes : Chapter 5 : ISSUE AND REDEMPTION OF DEBENTURES AND BONDS |
| Topics Covered in this Chapter |
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Debentures, Types of debentures, Bonds, Types of bonds, Issue of Debenture, Conditions for issue of Secured debentures, Debenture Redemption Reserve, Debenture Trustee, Duties of Debenture Trustee, Role of debenture trustee with respect to creation or enforcing the security in a debenture issue, Debenture Trust Deed, Issue and Listing of Non Convertible Debt instruments, Procedure for Listing of non convertible debt securities under SEBI (Issue and Listing of Debt Securities) Regulations, Consolidation and re-issuance (Regulation 20A);, Right to recall or redeem prior to maturity (Regulation 17A), Obligations of the Issuer, Lead Merchant Banker, etc. under SEBI (Issue and Listing of Debt Securities)
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CS Professional Advanced Company Law Video Classes : Chapter 6 : ACCEPTANCE OF DEPOSITS BY COMPANIES |
| Topics Covered in this Chapter |
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Acceptance of Deposits, Regulatory Framework – A revisit, Quantum of deposits that can be accepted, Procedure of acceptance of deposits, Points of difference, Points of similarity, Procedure of acceptance of deposits from members, Conditions for acceptance of deposits from public (other than members), Check list of secretarial compliance for acceptance of deposits as per companies act, 2013, Annexure, Specimen resolution for acceptance of deposits from members and/or public, LESSON ROUND UP, SELF TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 7 : MEMBERSHIP AND TRANSFER/TRANSMISSION OF SHARES |
| Topics Covered in this Chapter |
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Part I – Membership, Meaning of Members, Definition of ‘Member’, Modes of acquiring membership, Procedure for Becoming a Member by subscribing to the Memorandum of Association, Procedure for Becoming a Member by Making an Application for allotment of shares, Procedure for Becoming a Member by Transfer of Shares bought from the existing member(s), Procedure for Becoming a Member by Transmission of shares in his name on succeeding to the, estate of deceased or bankrupt member as successor/nominee or credit, Procedure for Becoming a Member by acquiescence or estoppel, Cessation of membership, Dispute regarding title of shares and its resolution, Expulsion of member, Rights of members, variation of member’s rights, Procedure for Variation of Members’ Rights, Cancellation of member’s rights, Procedure for Cancellation of the Variation in the Members’ Rights, Punishment for not complying with the provisions of section 48, Declaration in Respect of Beneficial Interest in any Shares, Part II Transfer of Shares, Intro uction, Transfer of shares, Transferability of shares in a private company, Transferability of shares in a public company, Procedure of transfer of shares in a private company, Provisions for transfer of shares as per the Companies Act, 2013,
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CS Professional Advanced Company Law Video Classes: Chapter 8 : KEY MANAGERIAL PERSONNEL |
| Topics Covered in this Chapter |
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Key managerial personnel, Procedure to appoint Key Managerial Personnel, Managing director, Whole time director, Manager, Appointment of Managing Director, Procedure for Managing Director’s Appointment, Appointment of a Person as Managing Director, who is Managing Director of Another Company, Appointment of Managing Director/whole-time Director/Manager of a Private Company, Remuneration of directors including managing director/whole-time director/manager, Procedure for Fixation of Remuneration to Managing Director/Whole-time Director/Manager, Procedure for Payment of Remuneration to Part-time Directors, Revision of Remuneration of Managing Director/Whole-time Director, Waiver of recovery of remuneration, Procedure for removal of managing director/whole-time director before the expiry of his term of office, Appointment of CEO/CFO/Company Secretary as KMP, Vacancy of the office of any whole time KMP, Board Composition, Woman Director, Resident Director, Independent Director, Procedure for appointment of directos in a company, Obtaining DIN, Rule 9 of Companies (Appointment and Qualification of Directors) Rules, 2014
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CS Professional Advanced Company Law Video Classes : Chapter 9 : COMPANY SECRETARY |
| Topics Covered in this Chapter |
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Who can be a company secretary, Functions of a company secretary, Duties of company secretary as prescribed in rule 10 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, , Role & responsibilities of company secretary, Guidance and Assistance to Board, Relationship with other Functionaries, Trade Union(s), Auditors, Shareholders, Government, Community, Organizational Administration, Financial Administration, Office Administration, Personnel Administration, Administration-Company’s Properties, Maintenance of Records of Company, Ensuring adequacy of systems of safety and security, Statutory duties and liabilities of a company secretary, Liabilities of Company Secretary, Summons to company in civil matters can be served on a secretary, Company secretary as a key Managerial Person, Appointment of Key Managerial Person:, Rule – 8A of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Exemption to section 8 Companies, Legal provisions relating to appointment of comp ny secretary, Company Secretary is not ‘managerial personnel’ for purpose of restriction on remuneration, Vacancy in the office of whole-time key managerial personnel
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CS Professional Advanced Company Law Video Classes : Chapter 10 : MEETINGS |
| Topics Covered in this Chapter |
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Collective decision making forums, Division of powers between shareholders and directors, Responsibility and accountability, Delegation of powers, Powers to be exercised only at Board Meetings, Meetings, Board Meetings, Notice of board meetings, Procedure for holding meeting of the board of directors, Meetings of committee of directors, Audit Committee, Other Committees, Preparation of notices and agenda papers for meetings of board/ committees of board, Secretarial Standards, Procedure for passing a board resolution by circulation, Participation of directors in meetings of board/committee of directors through electronic mode, Requirements as per SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, Regulation 30 provides for disclosure of events or information., Procedure for holding an annual general meeting, Conduct of poll, E-Voting, Voting through electronic mode, Procedure for passing of resolutions by postal ballot, Items of business to be transacted through postal ballot, Procedure or Postal Ballot, Adjournment of a meeting, Report on annual general meeting, Procedure for holding an extraordinary general meeting
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CS Professional Advanced Company Law Video Classes : Chapter 11 : AUDITORS |
| Topics Covered in this Chapter |
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Statutory Auditor, Manner and Procedure of Selection and Appointment of Auditors, Recommendation by audit committee/Board, Appointment to be at Annual General Meeting, Conditions for Appointment, Appointment of first auditor, Procedure of Appointment of First Auditor, Procedure where the auditor is not appointed by the Board:, Procedure where the auditor is not appointed even by the Board:, Appointment of auditors at AGM (First AGM and subsequent AGM)
, Procedure of appointment of auditor at any AGM:, Rotation of auditor |
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CS Professional Advanced Company Law Video Classes : Chapter 12 : PREPARATION AND PRESENTATION OF REPORTS Introduction |
| Topics Covered in this Chapter |
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Financial statement, Preparation of the Books of accounts, Consolidation of financial statement, Right of member to copies of financial statement, Filing of financial statement, Penalty, Preservation of Books of account, Procedure for Preparation, Finalisation of Balance Sheet and Profit and Loss Account, Re-opening of accounts on court’s or tribunal’s orders, Voluntary revision of financial statements or Board’s report, Auditor’s Report, Auditor to sign audit report, etc., National Financial Reporting Authority (NFRA), Board’s report, Directors’ Responsibility Statement (Section 134(5)), Board’s report in case of one person company, Signing of Board’s Report, Punishment provisions, Performance Evaluation, Nomination and Remuneration Committee, Reporting Of corporate social responsibility (CSR), Compliance certificate and quarterly compliance report on corporate governance under SEBI listing, Regulations, , Report on annual general meeting, Chairperson’s speech, General pointers for preparing a speech for the Chairperson, Procedure for preparation of board’s report, Annual Disclosure requirements as per SEBI (Listing obligations and Disclosure requirement) Regulati, 2015, Annexures, LESSON ROUND-UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 13 : DISTRIBUTION OF PROFITS |
| Topics Covered in this Chapter |
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Meaning of dividend, Declaration of dividend, Declaration of interim Dividend, Deposit of declared Dividend, Prohibition on declaration of Dividend, Right of Members Pending Registration of Transfer, Punishment for Failure to Distribute Dividend (Section 127):, Unpaid Dividend Account, Other provisions, Procedure for declaration and payment of interim dividend, Procedure for declaration and payment of final dividend, Declaration of Dividend out of Reserves, Claiming of unclaimed/unpaid dividend, Procedure for transfer of unpaid or unclaimed dividend to the Investor Education and Protection Fund, Annexures, LESSON ROUND-UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 14 : CHARGES |
| Topics Covered in this Chapter |
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What is a charge, “Charge” as defined in Transfer of Property Act, 1882, What is a mortgage?, Mortgage as defined in Transfer of Property Act, 1882, Charge and mortgage distinguished, Charge and pledge distinguished, Need for creating a charge on company’s assets, Duty to register charge, Time limit for registration of a Charge, Certificate of registration of charge, Acquiring property under charge and modification of charge, Verification of instruments, Satisfaction of charges, Notice of charge, Register of charges maintained in ROC’s office, Intimation of appointment of receiver or manager, Company’s register of charges, Rectification by central government in register of charges /condonation of delay (section 87), Gist of e-filing under charge management, Consequences of non-registration of charge, Particulars of charges, Procedure for registration of creation/ modification satisfaction of charge, Annexures, LESSON ROUND-UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 15 : INTER-CORPORATE LOANS, INVESTMENTS, GUARANTEES AND SECURITY |
| Topics Covered in this Chapter |
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Loans and investment by company
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CS Professional Advanced Company Law Video Classes : Chapter 16 : E-FILING |
| Topics Covered in this Chapter |
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E-Governance and MCA – 21, MCA- 21 and its legal validity, Important aspects of MCA-21, Organization of ROC Office under MCA, Front Office and Back Office, Substantial Benefits of MCA 21 MCA services, E-Services, Central Registration Centre (CRC), Incorporation of Company, Corporate Identity Number (CIN) / Foreign Company Registration Number (FCRN), Foreign Company Registration Number (FCRN), Global Location Number (GLN), Director Identification Number (DIN), Introduction of integrated process of name reservation, company incorporation, din allotment and, issuance of pan & tan through spice (Form INC-32) by MC, Digital Signature Certificate (DSC), Payment of Stamp Duty, Introduction of e-stamping facility by MCA and dispensation of physical submission thereof, STP Forms (Rule 10), Re-submission (Rule 10), Refund, Online Inspection of Documents, Inspection, production and evidence of documents kept by Registrar – Rule 14 of Companies, (Registration Offices and Fees) Rules, , Inspection of documents, All about illing and filing of e-forms, E-forms, Prerequisites for e-filing on MCA- 21, Hardware and Software Requirements under e-filing
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CS Professional Advanced Company Law Video Classes : Chapter 17 : STRIKING OFF NAMES OF COMPANIES |
| Topics Covered in this Chapter |
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A. Removal of name from Register of Companies from Registrar, Introduction, Removal of name from Register of Companies by Registrar, Companies that cannot be removed from the Register of Companies, Procedure of Removal of Name of a Company from Register of Companies by Registrar on suo moto, basis (Rule 3), Procedure of Removal of Name of a Company from Register of Companies by Registrar on application mad, the company (Rule 4, 5, 6), Manner of publication of notice (Rule 7), Notice of striking off and dissolution of company (Rule 9), Applications or forms pending before Central Government (Rule 10), B. Dormant Company, Dormant company under section 455 of Companies Act 2013, Conditions for obtaining status of dormant company, Procedure for obtaining status of dormant company, Application seeking status of an active company, Annexure, LESSON ROUND-UP, SELF TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 18 : RECENT TRENDS AND DEVELOPMENTS IN COMPANY LAW |
| Topics Covered in this Chapter |
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Modernization of company law for global competitiveness, Distinguishing features Of company law in various countries, A. United Kingdom (U.K.), Salient features of Company Law in U.K. (Companies Act, 2006), Annual Return, Contents of annual return, B. The United States of America (USA), Salient features of RMBCA of U.S. Corporations, C. Australia, Salient features of Australian Corporations Act, D. Canada, About the Act, Structure and functions of the board, About the Consultation, Issues Under Review, Salient features of Canada Business Corporations Act, E. Hongkong, Salient features of Hong Kong Companies Ordinance, Share Capital Allotment and Issue of Shares, Transfer and Transmission of Shares, Appointment of Auditor, Removal of Auditor, F. Singapore, Salient Features of Singapore Companies Act, Treasury shares (76H), Treasury shares: maximum holdings (Section 76I.), Treasury shares: voting and other rights (Section 76J.), Company may have duplicate common seal, Power to entrench provisions of memorandum and articles of company, As to the duty and liability of officers (Section 157), owers of directors (Section 157A), Annual general meeting (Section 175), Audit committees. (Section 201B), LESSON ROUND-UP, SELF-TEST QUESTIONS
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CS Professional Advanced Company Law Video Classes : Chapter 19 : TRUSTS AND NON PROFIT ORGINISATION |
| Topics Covered in this Chapter |
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Introduction and Role of NGOs in National Development, NGOs: Legal environment, Advantages of Registration, Trusts, Definition of Trust, Classification of trusts, Simple and Special Trusts, Oral and Written Trusts, Charitable or Religious Trust, Express and Implied Trusts, Public and Private Trusts, Revocable and Irrevocable Trusts, Public-cum-Private Trust Constructive Trust, Resulting Trust, Executed and Executory Trust, Procedure of Registration of a Trust, Extinction of a Trust, Revocation of a Trust, Societies, Registration, Points to be kept in mind while forming a society, Procedure for Registration, Rules & Regulations, Society may make bye-laws, Working and Management of Society, Dissolution of Society, Consequences of Dissolution, Non profit organisation under section 8 of the Companies Act, 2013, Registration under Income Tax Act, 1961, Registration under Foreign Contribution (Regulation) Act, 2010, NGOs – Challenges, Challenges in driving accountability in voluntary sector, Privileges and exempti ns of non profit organizations, Role of Company Secretary, LESSON ROUND-UP, SELF-TEST QUESTIONS, TEST PAAPERS, Test Papers Test Papers 2
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