CS-PROFESSIONAL
ABOUT THE CS PROFESSIONAL PROGRAMME
CS Professional Syllabus and Exam Pattern: The Institute of Company Secretaries of India (ICSI) has issued the syllabus of CS Professional Exam 2021. The syllabus includes all the detailed topics of the subjects of CS Professional. The last attempt of CS Professional Old Syllabus 2021 will be in June 2021, after that all the students will have to compulsorily switch to the new syllabus of CS Professional Exam 2021.
In this article the exam pattern is defined as per the CS Professional 2021 Syllabus, the subject-wise marks distribution is listed in detail, and all the topics of both the old and new CS Professional Syllabus 2021 are covered.
CS PROFESSIONAL SYLLABUS AND EXAM PATTERN 2021 | OVERVIEW
CS Professional Exam has a total of three modules and nine subjects in the CS Syllabus of the Professional course. The ninth paper of both the old and new syllabus of CS Exam for the Professional 2021 is elective, as per the old syllabus there is a choice of five subjects, and as per the new syllabus, there is a choice of eight subjects.
CS PROFESSIONAL SYLLABUS AND EXAM PATTERN | LIST OF PAPERS
Before getting into CS Professional syllabus candidates can check the list of papers in both old and new versions.
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CS Professional Subjects 2021 – Old Syllabus |
CS Professional Subjects 2021 – New Syllabus |
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Module 1 |
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Paper 1- Advanced Company Law and Practice |
Paper 1- Governance, Risk Management, Compliances and Ethics |
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Paper 2- Secretarial Audit, Compliance Management, and Due Diligence |
Paper 2- Advanced Tax Laws |
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Paper 3- Corporate Restructuring, Valuation, and Insolvency |
Paper 3- Drafting, Pleadings, and Appearances |
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Module 2 |
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Paper 4- Information Technology and Systems Audit |
Paper 4- Secretarial Audit, Compliance Management, and Due Diligence |
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Paper 5- Financial, Treasury and Forex Management |
Paper 5-Corporate Restructuring, Insolvency, Liquidation & Winding-up |
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Paper 6- Ethics, Governance, and Sustainability |
Paper 6- Resolution of Corporate Disputes, Non-Compliances & Remedies |
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Module 3 |
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Paper 7- Advanced Tax Laws and Practice |
Paper 7- Corporate Funding & Listings in Stock Exchanges |
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Paper 8- Drafting, Appearances, and Pleadings |
Paper 8- Multidisciplinary Case Studies (open book exam) |
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Paper 9- Five Elective Papers
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Paper 9- Eight Elective Papers (open book exam)
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CS PROFESSIONAL SYLLABUS AND EXAM PATTERN | NEW SYLLABUS FOR 2021 PROFESSIONAL EXAM
The exam authorities introduced the new syllabus of CS Professional exams in 2017 through notification number 1 of 2018. This syllabus was first followed for the June 2021 exam. The new Company Secretary Professional syllabus has 8 subjects to choose from for the elective paper.
Candidates can check all the topics included in CS Professional syllabus from the table below.
CS Professional New Syllabus
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Paper Name |
Contents |
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Governance, Risk Management, Compliances and Ethics |
Part I: Governance |
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Parameters of Better Governed Companies |
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Monitoring of group entities and subsidiaries |
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Board Effectiveness |
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Conceptual Framework of Corporate Governance |
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Board Committees |
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Corporate Governance and other Stakeholders |
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Corporate Governance Forums |
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Board Processes through Secretarial Standards |
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Family Enterprise and Corporate Governance |
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Vigil Mechanism/Whistleblower |
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Corporate Policies & Disclosures |
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Dealing with Investor Associations, Proxy Services Firms, and Institutional Investors |
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Performance Evaluation of Board and Management |
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Accounting and Audit related issues |
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Related Party Transactions |
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Directors’ Training, Development, and familiarization |
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Governance and Compliance Risk |
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Role of promoter/controlling shareholder, redressal against Oppression and Mismanagement |
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Corporate Governance and Shareholders’ Rights |
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Legislative Framework of Corporate Governance in India |
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Part II: Risk Management |
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Risk Identification, Mitigation, and Audit |
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Part III: Compliance |
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Internal Control |
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Reporting |
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Compliance Management |
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Website Management |
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Part IV: Ethics & Sustainability |
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Sustainability |
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Ethics & Business |
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Indian and contemporary Laws relating to Anti-bribery |
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Models / Approaches to measure Business Sustainability |
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Advanced Tax Laws |
Indirect Taxes: Part I: GST and Customs Laws |
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Supply |
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An Overview on Goods and Services Tax ‘GST’ |
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Procedural Compliance under GST |
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Integrated Goods and Service Tax (IGST) |
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Inspection, search, seizure, offenses & penalties |
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Industry/ Sector Specific Analysis |
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GST Compensation to States |
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Union Territory Goods and Service Tax (UTGST) |
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Input Tax Credit & Computation of GST Liability |
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Compliance rating, anti-profiteering, GST practitioners, authorized representative, professional opportunities |
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Demand and Recovery, Advance Ruling, Appeals and Revision |
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Customs Law |
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Advance Ruling, Settlement Commission, Appellate Procedure, Offenses, and Penalties: Advance Ruling; Appeal and Revision; Offenses and Penalties; Prosecution; Settlement of Cases |
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Foreign Trade Policy (FTP) to the extent relevant to Indirect tax |
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Basic Concepts of Customs Law |
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Valuation & Assessment of Imported and Export Goods & Procedural Aspects |
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Arrival or Departure and Clearance of Goods, Warehousing, Duty Drawback, Baggage, and Miscellaneous Provisions |
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Direct Tax & International Taxation |
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Tax Treaties |
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Income Tax Implication on specified transactions |
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General Anti Avoidance Rules ‘GAAR’ |
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Corporate Tax Planning & Tax Management |
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Basics of International Taxation |
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Taxation of Companies, LLP and Non-resident |
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Drafting, Pleadings, and Appearances |
Appearances & Art of Advocacy |
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Drafting and Conveyancing Relating to Various Deeds and Agreements |
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General Principles of Drafting and relevant Substantive Rules |
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Judicial & Administrative framework |
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Pleadings |
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Drafting of agreements, documents, and deeds |
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Art of Writing Opinions |
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Secretarial Practices & Drafting |
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Secretarial Audit, Compliance Management, and Due Diligence |
Part I: Compliance Management |
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KYC |
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Compliances |
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Signing and Certification |
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Compliance Framework |
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Segment-wise Role of Company Secretaries |
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Search and Status Report |
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Documentation & maintenance of record |
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Part II: Secretarial Audit & Due Diligence |
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Audits |
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Audit Engagement |
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Internal Audit & Performance Audit |
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Secretarial Audit – Fraud detection & Reporting |
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Values Ethics and Professional Conduct |
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Due Diligence |
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Secretarial Audit |
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Audit Process and Documentation |
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Concepts and Principles of Other Audits |
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Forming an Opinion & Reporting |
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Quality Review |
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Audit Principles and Techniques |
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Corporate Restructuring, Insolvency, Liquidation & Winding-up |
Part I: Corporate Restructuring |
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Accounting in Corporate Restructuring—Concept and Accounting Treatment |
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Planning & Strategy |
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Regulatory approvals of scheme |
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Acquisition of Company/ Business |
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Process of M&A transactions |
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Taxation & Stamp Duty aspects of Corporate Restructuring |
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Types of Corporate Restructuring |
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Fast Track Mergers: Small companies, Holding, and wholly-owned companies |
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Cross Border Mergers |
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Valuation of Business and Assets for Corporate Restructuring |
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Appearance before NCLT / NCLAT |
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Competition Act |
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Documentation–Merger & Amalgamation |
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Part II: Insolvency & Liquidation |
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Insolvency |
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Role, Functions, and Duties of IP/ IRP/ RP |
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Convening and Conduct of Meetings of Committee of Creditors |
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Fresh Start Process |
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Debt Recovery & SARFAESI |
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Voluntary Liquidation |
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Individual/ Firm Insolvency |
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Petition for Corporate Insolvency Resolution Process |
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Liquidation on or after failing of RP |
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Winding-up by Tribunal under the Companies Act, 2013 |
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Preparation & Approval of Resolution Plan |
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Cross Border Insolvency |
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Resolution Strategies |
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Resolution of Corporate Disputes, Non-Compliances & Remedies |
Fines, Penalties and Punishments under various laws |
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Defaults, Adjudication, prosecutions, and penalties under the Companies Act, Securities Laws, FEMA, COFEPOSA, Money Laundering, Competition Act, Labour Laws & Tax Laws |
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Fraud under Companies Act and IPC |
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Corporate Disputes |
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Shareholders’ Democracy & Rights |
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Crisis management, Professional Liability, D&O Policy & other Risk and liability mitigation approaches |
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Relief and Remedies |
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Civil and Criminal Trial Procedure and Process |
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Regulatory Action |
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Misrepresentation & Malpractices |
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Corporate Funding & Listings in Stock Exchanges |
Part-A: Corporate Funding |
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Indian equity- Non-Fund based |
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Indian Equity- Private funding |
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Indian Equity- Public Funding |
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Foreign Funding – Instruments & Institutions |
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Debt Funding – Indian Fund Based |
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Debt Funding – Indian Non-fund Based |
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Securitization |
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Other Borrowings Tools |
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Non-Convertible Instruments- Non-Convertible Redeemable Preference Shares (NCRPs) etc |
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Part B: Listing |
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Various Procedural requirements for the issue of securities and Listing |
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International Listing |
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Documentation & Compliances |
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Preparing a Company for an IPO and Governance requirements thereafter, Appraising the Board and other functions in the organizations regarding the Post IPO/Listing Governance changes |
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Listing–Indian Stock Exchanges |
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Multidisciplinary Case Studies |
Competition Law |
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Interpretation of Law |
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FEMA and other Economic and Business Legislations |
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Corporate Laws including Company Law |
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Business Strategy and Management |
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Governance Issues |
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Securities Laws |
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Insolvency Law |
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Elective Papers |
Banking – Law & Practice |
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Case Laws on Responsibility of Collecting Bank |
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Payment and Collection of Exchequers and Other Negotiable Instruments |
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Documentation |
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Final Accounts of Banking Companies |
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Regulatory Framework of Banks |
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Consumer Protection |
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Control over Organization of Banks |
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Various Government Schemes |
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Overview of Indian Banking System |
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Foreign Exchange Arithmetic |
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Case Laws on Responsibility of Paying Bank |
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Regulation of Banking Business |
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Calculation of Interest and Annuities |
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IT in Banking |
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Non Performing Assets |
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Banking operations |
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Calculation of YTM |
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Securities for Banker’s Loans |
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Loans and Advances |
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Risk Management in Banks and Basel Accords |
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Insurance – Law & Practice |
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Liability Insurance |
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Applications of Life Insurance |
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Concept of Insurance |
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Aviation Insurance |
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Life Insurance – Finance |
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Life Insurance – Underwriting |
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Life Insurance – Practices |
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Regulatory Framework of Insurance Business in India |
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Fire & Consequential Loss Insurance |
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General Insurance – Practices and Procedures |
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Corporate Governance for Insurance Companies |
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Health Insurance |
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Risk Management |
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Marine Insurance |
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Motor Insurance |
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Agricultural Insurance |
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Intellectual Property Rights: Laws and Practices |
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Introduction |
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Trademarks |
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Recent Developments in Patent System |
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Indian Patent Law |
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Types of Intellectual Property- Origin and Development- An Overview |
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Protection of Trade Secrets |
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Role of International Institutions |
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Layout- Designs of Integrated Circuits |
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Case Laws, Case Studies and Practical Aspects |
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Patents |
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Process for Examination of Patent Application |
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Industrial Designs |
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The Protection of Plant Varieties and Farmers’ Rights |
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Key Business Concerns in Commercializing Intellectual Property Rights |
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Copyrights |
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Preparation of Patent Documents |
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Geographical Indications |
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Patent Infringement |
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Patent Databases & Patent Information System |
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Forensic Audit |
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Introduction |
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Forensic Audit: Laws and Regulations |
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Case Laws, Case Studies and Practical Aspects |
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Audit and Investigations |
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Fraud and Audit |
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Forensic Audit and Indian Evidence Law |
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Cyber Forensics |
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Direct Tax Laws & Practice |
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An Overview of Income Tax Act, 1961 |
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Computation of Total Income and Tax Liability |
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Tax Planning & Tax Management |
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Computation of Income – Profits and Gains from Business and Profession |
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Recent Case Laws |
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International Taxation – An Overview |
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TDS/TCS, Returns, Refund & Recovery |
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Computation of Income under the head of Salary |
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Computation of Income from Other Sources |
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Computation of Income under the head of Capital Gains |
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Exemptions/Deduction, Clubbing provisions, Set-Off and/or Carry Forward of Losses, Rebate, and Relief |
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Computation of Income under the head of House Property |
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Labour Laws & Practice |
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Labour Codes |
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International Labour Organization |
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Law of Industrial Relations |
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Social Security Legislations |
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Industrial and Labour Laws Audit covering the above Acts and other Industry Specific Acts |
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The Labour Laws (Simplification of Procedure for Furnishing Returns and Maintaining Registers by Certain Establishments) Act, 1988 |
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Constitution and Labour Laws |
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Law of Wages |
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Law of Welfare & Working Condition |
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Valuations & Business Modeling |
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Part I: Valuations |
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Overview of Business Valuation |
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Steps to establish the Business Worth |
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Valuation of various magnitudes of Business Organizations |
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Accounting for share-based payment (Ind AS102) |
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Valuation during Mergers & Acquisitions |
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Purpose of Valuation |
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Valuation of Business during Distressed Sale |
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Valuation guidance resources in India |
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Business Valuation Methods |
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Valuation of Tangibles |
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International Valuation Standards Overview |
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Valuation of Intangibles |
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Part- II: Business Modeling |
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Introduction to Business Modeling |
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Fast Track Corporation Insolvency Resolution Process |
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Insolvency – Law, and Practice |
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Insolvency – Concepts and Evolution |
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Introduction to Insolvency and Bankruptcy Code |
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Cross Border Insolvency |
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Business Model Analysis: Facets of Analysis |
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Winding-Up by Tribunal |
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Bankruptcy Order for Individuals and Partnership firms |
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Resolution Strategies |
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Insolvency Resolution of Individual and Partnership Firms |
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Corporate Insolvency Resolution Process |
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Professional and Ethical Practices for Insolvency Practitioners |
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Voluntary Liquidation of Companies |
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Debt Recovery and Securitization |
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Insolvency Resolution of Corporate Persons |
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Bankruptcy for Individuals and Partnership Firms |
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Fresh Start Process |
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Adjudication and Appeals for Corporate Persons |
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Liquidation of Corporate Person |
Eligibility Criteria for CS Professional Programme
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In order to apply for CS Professional programme, candidates must have passed CS Executive programme.
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Candidates must register at least six months prior to the month of examination to be allowed to appear in the module/s (any) of the CS professional programme.
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It is important that candidates have undergone oral or postal tuition for the programme modules before appearing in the examination.
Download Syllabus Click here
For more details please click this link- icsi.edu