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Unmissable Topics for Secretarial Audit, Compliance Management & Due Diligence –
CS Final –JUNE 2017 Exams
Compliance Check for Secretarial Standard
Checklist for : Private Placement, ESOP, Dematerialization of Shares, Payment of Dividend, RPT (Pvt Cp.)
FDI (Approval route), Issue of FCCB.
Note on : Deal Breakers, Deal Diluters, Deal Cautioners, Deal Makers.
DD of : Mergers, amalgamations and Acquisitions Page | 1
Diff: DD vs. Audit
Checklist for compliances under SEBI (ICDR) Regulations, 2009
Conditions for making initial public offer
Who is not eligible for making Public Offer?
DD of IPO / FPO.
Due diligence – Preferential issues of unlisted companies
REGULATORY FRAMEWORK FOR LISTED SMES
Exemptions available for securities listed at SME exchange under LODR
Migration to Main Board process
Roll over of non convertible portion of partly convertible debt instruments
Conversion of optionally convertible debt instruments into equity share capital
Note and process of issuing Global Depository Receipts
Rule 13 of Companies (Registration of Foreign Companies) Rules, 2014 – Indian Depository Receipts
Role of Merchant Banker in issuing of IDRs
IMP SEBI – LODR REGULATIONS: Regulation 13(3), 15, 17, 18, 19, 23, 25, 31, 33, 34 & 46.
Sri Ram Food and Fertilizer Case (M.C. Mehta v. Union of India, AIR 1987 SC 1086)
Effluents by tanneries in river Ganga (M.C. Mehta v. Union of India, AIR 1115, 1988 SCR (2) 530)
Regulatory Framework relating to environment in India
Preparation of SEARCH/STATUS REPORT
SIGNIFICANCE OF CORPORATE COMPLIANCE MANAGEMENT
Process of Corporate Compliance Reporting (CCR)
list of documents to be checked (Alteration of Articles)
Audit of Pvt Placement , Deposits , Merger under NCLT, Loans to Directors , Describe the role of Company
Secretary in an IPO?,
Write short notes on • Pink Sheets • Domestic Custodian Bank • Overseas Depository
Describe the working mechanism of GDRs?
ACTIVITY SCHEDULE FOR PLANNING A MERGER
TAKEOVERS DUE DILIGENCE
Abuse of Dominance (Section 4) As regards Competition Act, 2002 , Anti competitive agreement
Describe the compliance with respect to listed companies in the context of diligence report for banks?
Environmental Impact Assessment.
State the general points to be kept in mind by Company Secretary in Practice while preparing
status/search report, Explain the systems approach to compliance management.
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