CS Executive Company Law study plan

Distinguish share capital classes, kinds of share capital (authorised, issued, subscribed, paid-up, called-up, uncalled), and the rules on issue of shares at par, premium and discount, writing a one-page comparison table from memory.

Explain the legal position on allotment, calls, forfeiture, lien, surrender and buy-back of shares, and state which of these require board resolution versus special resolution.

Map the statutory and regulatory provisions governing directors: appointment, disqualification, DIN, consent, casual vacancy, additional and alternate directors, independent directors and woman director thresholds.

Trace the procedure for board meetings, quorum, video conferencing, resolution by circulation, committees, and the consequences of a defective board meeting.

Solve ten mixed problems on share allotment and board procedure, recording the provision applied and the outcome for each.

Analyse the rules on debentures: types, creation of a debenture redemption reserve, conversion, and the rights of debenture holders versus members, including charge creation and remedies on default.

Explain share transfer and transmission, the power to refuse registration, and the remedies available to a transferee whose transfer is refused.

Describe the law on deposits accepted by companies and the interplay between share capital, debentures and borrowings.

Prepare answers on the duties, liabilities and powers of directors, including related-party transactions, loans to directors and disclosure of interest.

Draft a model board resolution for allotment of shares and one for creation of a charge over assets, citing the provisions relied on.

State the statutory contents of the memorandum of association, the alteration procedure for each clause, and the limits on alteration of the object and liability clauses.

Explain the doctrine of ultra vires, its effect on contracts, the difference between ultra vires the company and ultra vires the directors, and the exceptions such as incidental and incidental-to-objects powers.

Distinguish the articles of association from the memorandum, explain the doctrine of indoor management and its exceptions, and state how articles may be altered, including entrenchment.

Compare the memorandum, articles and shareholders' agreement as sources of the company's constitution, and explain the binding effect of the articles on members and the company.

Summarise the rules for general meetings: AGM timing, extension, EGM requisition, notice, explanatory statement, quorum, proxies, chairman, and resolutions requiring special notice.

Draft the notice, agenda and explanatory statement for an annual general meeting of a listed company, correctly flagging items requiring special resolution and postal ballot.

Explain postal ballot and e-voting: items covered, procedure, scrutiniser's role, and the difference between voting by postal ballot and voting at a meeting.

Work through the rules on dividends: declaration, interim dividend, unpaid dividend account, investor education and protection fund transfer, and dividend on preference shares.

Explain the maintenance of books of account, place of keeping, inspection, period of preservation, and the filing of financial statements.

Outline the appointment, rotation, eligibility, disqualification, powers and removal of auditors, and the role of the audit committee and secretarial audit.

Describe the stages of company formation: promotion, incorporation, capital raising and commencement, and list the documents and forms filed at each stage.

Explain the certificate of incorporation, its conclusive evidentiary value, and the consequences of incorporation, including the separate legal entity principle.

Distinguish private, public, one person, small, dormant, government, foreign and not-for-profit companies, and state the thresholds and exemptions attaching to each.

Explain the conversion of entities: private to public and vice versa, LLP to company, partnership to company, and the procedural steps and filings for each.

Solve five conversion scenarios stating the resolution required, forms to be filed and effect on existing contracts and employees.

Explain the legal position of promoters: definition, fiduciary duties, disclosure obligations, remuneration, and liability for misstatements in the prospectus.

Analyse pre-incorporation contracts: who is bound, ratification by the company after incorporation, and the promoter's personal liability.

Apply the doctrine of corporate personality, including lifting of the corporate veil on statutory, judicial and other grounds, with leading principles stated in your own words.

Explain membership: modes of becoming a member, who may be a member, cessation of membership, and the rights and liabilities of members.

Describe the statutory registers a company must maintain, their place of keeping, inspection rights, and the consequences of default, including the register of members and beneficial owners.

Explain charges: creation, registration within the statutory period, effect of non-registration, modification, satisfaction, and the register of charges and its inspection.

Distinguish fixed and floating charges, crystallisation, and the priority rules between charges and between a charge holder and other creditors.

State the rules on acceptance of deposits from members and the public, the limits, the deposit repayment reserve, and the penalties for default.

Explain inter-corporate loans and investments: limits, exemptions, board versus special resolution, and the consequences of exceeding limits.

Outline the schemes of compromise, arrangement, amalgamation, demerger and takeover, and the winding-up grounds and procedure, including voluntary and compulsory winding up.

Revisit every domain using the cheat sheets and matrices built in weeks one to seven, marking any provision you cannot recall unaided.

Complete two timed full-syllabus mock tests under exam conditions and score them against the answer key.

Analyse every wrong or guessed answer, tracing it back to the specific provision, and rewrite the rule in your own words in a correction log.

Rehearse the highest-weight domains by re-solving one case-study question each from shares, directors, meetings and accounts.

Compile a one-page rapid-revision sheet of section numbers, thresholds, forms and deadlines for reading on exam day.