CS Professional Advanced Company Law and Practice Syllabus

Advanced Company Law and Practice syllabus — full chapter and topic list

Expand any chapter to see its topics and sub-topics. This is the whole examinable outline for Advanced Company Law and Practice in CS Professional, not a summary of it.

1. 1

   Company Formation and Conversion

   3 topics

   • Types of Companies
   • Formation of Companies
   • Conversion of Companies
2. 2

   Corporate Governance

   3 topics

   • Board Composition
   • Board Committees
   • Corporate Social Responsibility

Advanced Company Law and Practice flashcards for CS Professional

20 of 50 cards from the Advanced Company Law and Practice deck — real questions with worked answers.

1. Under the Companies Act, 2013, what is the maximum number of members allowed in a private company (excluding present/past employee members)?

   200 members.

2. What is the minimum number of members required to form a public company and a private company respectively?

   Public company: 7 members; Private company: 2 members.

3. Define a One Person Company (OPC) under Section 2(62) of the Companies Act, 2013.

   A company which has only one person as its member.

4. Who is eligible to form an OPC and to be its nominee?

   Only a natural person who is an Indian citizen and resident in India (a person who stayed in India for at least 120 days in the previous financial year, as amended).

5. Define a 'small company' under Section 2(85) of the Companies Act, 2013 (current thresholds).

   A company (other than a public company) with paid-up capital not exceeding Rs. 4 crore and turnover not exceeding Rs. 40 crore as per the last profit and loss account.

6. What is a 'dormant company' under Section 455 of the Companies Act, 2013?

   A company formed for a future project or to hold an asset/IP with no significant accounting transaction, or an inactive company, which obtains dormant status from the Registrar.

7. Distinguish a company limited by shares from a company limited by guarantee.

   In a company limited by shares, members' liability is limited to the unpaid amount on their shares; in a company limited by guarantee, liability is limited to the amount members undertake to contribute to assets on winding up.

8. What is a Government company as defined in Section 2(45) of the Companies Act, 2013?

   A company in which not less than 51% of the paid-up share capital is held by the Central Government, State Government(s), or partly by both, including a subsidiary of such a company.

9. Define a 'foreign company' under Section 2(42) of the Companies Act, 2013.

   Any company or body corporate incorporated outside India which has a place of business in India (physically or through electronic mode) and conducts business activity in India.

10. What threshold makes one company the 'holding company' of another by control of composition of the Board?

    A company is a holding company if it controls the composition of the other company's Board of Directors (or holds more than half the total voting power) — that other company is its subsidiary.

11. Under Section 2(87), what is the limit on layers of subsidiaries a company may have?

    A company shall not have more than two layers of subsidiaries (with prescribed exceptions, e.g., for acquiring foreign companies and certain classes).

12. What is an 'associate company' under Section 2(6) of the Companies Act, 2013?

    A company in which another company has significant influence (control of at least 20% of total voting power, or control of business decisions under an agreement) but which is not a subsidiary; includes a joint venture company.

13. Define a 'producer company'.

    A body corporate having objects/activities specified in Section 581B (relating to production, harvesting, marketing etc. of primary produce of its members), registered as such under the Companies Act.

14. What is a Nidhi company?

    A company incorporated with the object of cultivating the habit of thrift and savings among its members, receiving deposits from and lending to its members only, for their mutual benefit (notified under Section 406).

15. What is a Section 8 company under the Companies Act, 2013?

    A company formed to promote commerce, art, science, sports, education, research, social welfare, religion, charity, environment protection etc., intending to apply its profits to such objects and prohibiting payment of dividend to members.

16. Name the four documents/steps central to incorporating a company under Section 7.

    Filing of (i) Memorandum of Association, (ii) Articles of Association, (iii) declaration/affidavit by professionals and subscribers, and (iv) other particulars (registered office, directors etc.), leading to issue of the Certificate of Incorporation.

17. What is the integrated form used for company incorporation in India?

    SPICe+ (INC-32), an integrated web form covering name reservation, incorporation, DIN allotment, PAN, TAN, EPFO, ESIC, GSTIN and bank account.

18. What does the Certificate of Incorporation conclusively prove under Section 7(2)?

    That the company is incorporated; from its date the company becomes a body corporate with perpetual succession, a common seal (optional) and the capacity to sue and be sued. It is also allotted a Corporate Identity Number (CIN).

19. What are the contents (clauses) of the Memorandum of Association under Section 4?

    Name clause, Registered office (situation/State) clause, Objects clause, Liability clause, Capital clause, and (for OPC) the Subscription/Nominee clause.

20. For how long is a reserved company name valid after approval under RUN/SPICe+?

    20 days from the date of approval for a new company (60 days from approval for change of name of an existing company).

See more Advanced Company Law and Practice flashcards →

Planning Advanced Company Law and Practice for CS Professional

Advanced Company Law and Practice (CS Professional) FAQ