CS Executive Company Law study guide
CS Executive Company Law · Work through your exam, one topic at a time.
Company Law is a core paper of the CS Executive Programme, the intermediate stage of the Company Secretary qualification, and it is where the legal reasoning that defines the profession is first built in earnest. It suits candidates who are comfortable reading statutes closely and applying them to fact patterns rather than memorising isolated provisions. The CS Executive Company Law study guide has 11 sections and about 2,940 words.
01Introduction to Company Law and Company Formation
This domain tests the legal nature of a company and the mechanics of incorporation under the Companies Act, 2013: separate legal personality, limited liability, perpetual succession, and the SPICe+ route from name reservation to certificate of incorporation. A company is a juristic person distinct from its members; liability is limited to unpaid amount on shares or guarantee.
274 words, about 1 min02Types of Companies and Conversion of Entities
The exam tests classification under the Companies Act, 2013 and the procedure for converting one form into another without dissolving the entity. Private company: restricts transfer, limits members to 200 (excluding employees), prohibits public invitation.
266 words, about 1 min03Memorandum and Articles of Association; Doctrine of Ultra Vires
This domain tests the contents and alteration of the MOA/AOA and the consequences of acts beyond the company’s objects. MOA clauses: name, registered office (state), objects, liability, capital.
256 words, about 1 min04Promoters, Pre-incorporation Contracts and Corporate Personality
The exam tests the promoter’s fiduciary role, liability on contracts made before incorporation, and the separate legal entity principle with its exceptions. A promoter is not defined exhaustively; the term covers a person who takes the initiative to form a company and set it going.
265 words, about 1 min05Shares, Share Capital and Debentures
This domain tests share types, capital structure, issue routes, and debenture rules under the Companies Act, 2013. Share capital: authorised, issued, subscribed, paid-up, called-up and uncalled.
251 words, about 1 min06Membership, Rights of Members and Registers
The exam tests how membership arises and ends, the statutory registers, and members’ inspection and voting rights. Members include subscribers to the MOA and persons whose names are entered in the register of members after allotment, transfer or transmission.
259 words, about 1 min07Directors, Board Meetings and Corporate Governance
This domain tests board composition, disqualifications, meeting rules and governance controls. Minimum directors: 3 public, 2 private, 1 OPC; maximum 15, increased by special resolution.
273 words, about 1 min08Company Meetings and Resolutions (AGM, EGM, Postal Ballot)
The exam tests convening, notice, quorum and voting thresholds for general meetings and written resolutions. AGM: first AGM within 9 months from the end of the first financial year; subsequent AGM within 6 months from the end of the financial year; gap between two AGMs not more than 15 months, with ROC extension up to 3 months.
287 words, about 1 min09Dividends, Accounts and Audit
This domain tests distribution of profits, maintenance of accounts, and appointment and rotation of auditors. Dividend may be declared from profits of the current or previous financial years, after providing depreciation, and from free reserves.
267 words, about 1 min10Charges, Deposits and Inter-corporate Loans
The exam tests creation and registration of security, acceptance of deposits, and limits on loans to other bodies. A charge is a security interest in company assets.
284 words, about 1 min11Compromise, Arrangement, Amalgamation and Winding Up
This domain tests corporate restructuring through NCLT and the modes of winding up. Sections 230–232 provide for compromise or arrangement, including amalgamation.
258 words, about 1 min