CS-PP:Module-IV:Syllabus


CS-PP:Module-IV:Syllabus

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Syllabus of CS - Professional Programme OF Module-IV

Syllabus of  CS - Professional Programme OF Module-IV 

Module IV - Due Diligence and Corporate Compliance Managements

CS_PP :: Professional Programme 
Paper 7 : Due Diligence and Corporate Compliance Management
[One paper: Three Hours – 100 marks]

Level of Knowledge:

Expert knowledge

Objectives:

(i) To provide thorough understanding and appreciation of composite legal due diligence in regard to certain corporateactivities.
(ii) To provide expert knowledge about the Corporate Compliance Management

Detailed contents :

1. Due Diligence
  Nature, objectives, significance and scope of due diligence; steps in the process of due diligence.

Areas of Due Diligence

Initial Public Offer (IPO), Follow-on Public Offer (FPO), Rights issue, Employees Stock Option Plans (ESOPs), Preferential Allotment
Issue of debt (both long term & short term) such as debentures, bonds, warrants etc.
Takeovers and acquisitions
Setting up of business units in India and abroad
Setting up joint ventures
Compliance of Listing Agreement
Internal Audit of Depository Participants
Issue of Global Depository Receipts
Issue of Indian Depository Receipts
Legal Due Diligence
2. Compliance Management
  Concept and significance; systems approach to compliance management; process of establishment of compliance management system; compliance in letter and spirit.
3. Secretarial Audit
  Need, objectives and scope; process; periodicity and format for secretarial audit report; check-list under various corporate laws; share transfer audit; compliance certificate.
4. Search / Status Reports
  Importance, scope; verification of documents relating to charges; requirements of financial institutions and corporate lenders; preparation of report.
5. Securities Management and Compliances
  Meaning, need and scope; mechanism for self-regulation; advantages to company, regulator and investors.

 

 

Module IV - Governance, Business Ethics and Sustainability

 

CS_PP :: Professional Programme 
Paper 8 : Governance, Business Ethics and Sustainability
[One paper: Three Hours – 100 marks]

Level of Knowledge:

Expert knowledge

Objectives:

To provide knowledge on global development and best practices in the corporate world.

Detailed contents :

Part A: Corporate Governance (50 Marks)

1. Evolution, concept, principles and development.
2. Management structure for corporate governance; Board structure; building responsive boards – issue and challenges; effectiveness of Board, board committees and their functioning in particular audit committee, legal compliance committee and Stakeholders’ relationship committee; appraisal of Board performance, transparency and disclosure; internal control system and riskmanagement.
3. An analysis of legislative framework of corporate governance in various countries – such as UK, USA, India.
4. Corporate communication; art and craft of investors relations; shareholders activism, investor protection and changing role of Institutional Investors.
5. Corporate Social Responsibility and good corporate citizenship.
6. Various corporate governance forums – Common Wealth Association for Corporate Governance (CACG), Organization for Economic Cooperation Development (OECD), International Corporate Governance Network (ICGN), National Foundation for Corporate Governance (NFCG), etc.

Part B : Business Ethics (30 Marks)

7. Genesis, significance and scope; organization perspectives.
8. Ethical principles in business – codes and innovations.
9. Concept of the stakeholders’ organization.
10. Activity analysis, business dilemma versus decision, characteristics of ethical dilemmas; the dilemma resolution process; business ethics as a strategic management tool; stakeholders’ protection.
11. Challenges of business ethics and corporate leadership.

Part C: Corporate Sustainability (20 Marks)

12. Genesis, meaning, nature, objectives, significance and scope of corporate sustainability.
13. Sustainability reporting – frameworks and guidance; trends and drivers; business benefits of corporate sustainability reporting; leadership programmes and stakeholder engagement; corporate sustainability management systems.
14. Legal framework; conventions and treaties on environmental, health and safety and social security issues.
15. Principle of Absolute Liability – Case studies.
16. Contemporary developments.

GO for module-III

 

 

 

 

 

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