CS Professional Syllabus & Subjects

CS Professional Syllabus: Check CS Professional Syllabus. ICSI Release New Syllabus for CS Professional Program in 2013. The Institute of Company Secretaries of India (ICSI) has designed the proposed curriculum for the CS Professional Programme Course. The revision of ICSI syllabus is a continuous process towards capacity building, knowledge enhancement and skills development of Company Secretary students, ICSI Implement new syllabus very soon, here we provide all the information related to CS Professional New Syllabus with list of all the subjects and Topics.

The New Syllabus for Executive Programme shall comprise of Seven papers instead of six papers as at present and nine papers at Professional Programme level including one Paper to be opted by the students out of five elective papers namely, (i) Banking Law and Practice; (ii) Capital, Commodities and Money Market; (iii) Insurance Law and Practice; (iv) Intellectual Property Rights-Law and Practice; and (v) International BusinessLaws and Practice, instead of eight papers as at present.

The CS executive students shall gain optimum output from the revised syllabus which incorporated regulatory and structural changes in last few years. So the following article is an detailed explanation of CS Professional Syllabus June 2017. The Chapters included in New syllabus for CS Professional explained in the article. The underlying Guiding Principles in formulation of syllabus are as under:

CS Professional Subjects 


  1. Advanced Company Law and Practice
  2. Secretarial Audit, Compliance Management and Due Diligence
  3. Corporate Restructuring, Valuation and Insolvency


  • 4. Information Technology and Systems Audit
  • 5. Financial, Treasury and Forex Management
  • 6. Ethics, Governance and Sustainability


  • 7. Advanced Tax Laws and Practice
  • 8. Drafting, Appearances and Pleadings
  • 9. Electives 1 out of below 5 subjects
  • 9.1. Banking Law and Practice
  • 9.2. Capital, Commodity and Money Market
  • 9.3. Insurance Law and Practice
  • 9.4. Intellectual Property Rights - Law and Practice
  • 9.5. International Business-Laws and Practices


Module Subject Marks
Module 1 Advanced Company Law and Practice 100 Marks
Secretarial Audit, Compliance Management and Due Diligence 100 Marks
Corporate Restructuring, Valuation and Insolvency 100 Marks
Module 2 Information Technology and Systems Audit 100 Marks
Financial, Treasury and Forex Management 100 Marks
Ethics, Governance and Sustainability 100 Marks
Module 3 Advanced Tax Laws and Practice  
Drafting, Appearances and Pleadings  
Electives 1 out of below 5 subjects


Level of Knowledge: Expert Knowledge

Objective: To acquire expert knowledge of the practical and procedural aspects of the Companies Act.

  1. Company Formation and Conversion
  2. Procedure for Alteration of Memorandum and Articles
  3. Procedure for Issue of Securities

Part A: Shares

Part B: Debt Instruments

  • 4. Procedure relating to Membership, Transfer and Transmission
  • 5. Directors and Managerial Personnel
  • 6. Meetings
  • 7. Auditors
  • 8. Distribution of Profit
  • 9. Procedure relating to Charges
  • 10. Procedure relating to Inter-Corporate Loans, Investments, Guarantees and Securit
  • 11. Preparation & Presentation of Reports
  • 12. E- Filing
  • 13. Striking off Names of Companies
  • 14. Recent Trends and Developments in Company Law
  • 15. Trusts and Non Profit Organisation

CS Professional Secretarial Audit, Compliance Management and Due Diligence Syllabus

Module -1 : PART A: Secretarial Audit (25 Marks)

  • 1. Secretarial Standards
  • 2. Secretarial Audit
  • 3. Checklist for Secretarial Audit

Part B: Due Diligence and Compliance Management (75 Marks)

  • 4. Due Diligence – An Overview
  • 5. Issue of Securities
  • 6. Depository Receipts Due Diligence
  • 7. Merger & Acquisition (M&A) Due Diligence
  • 8. Competition Law Due Diligence
  • 9. Legal Due Diligence
  • 10. Due Diligence for Banks
  • 11. Environmental Due Diligence
  • 12. Search and Status Reports
  • 13. Compliance Management

CS Professional Corporate Restructuring, Valuation and Insolvency Syllabus

Module -1 : PART A – Corporate Restructuring (50 Marks) Paper-3

  • 1. Introduction and Concepts
  • 2. Merger and Amalgamation
  • 3. Corporate Demerger and Reverse Merger
  • 4. Takeover
  • 5. Funding of Merger and Takeover
  • 6. Financial Restructuring
  • 7. Post Merger Reorganization
  • 8. Case Studies

PART B – Valuation (30 Marks)

  • 9. Introduction
  • 10. Valuation Techniques
  • 11. Regulatory and Taxation Aspects
  • 12. Valuations for Different Strategies

PART C – Insolvency (20 Marks)

  • 13. Introduction
  • 14. Revival, Rehabilitation and Restructuring of Sick Companies
  • 15. Securitization and Debt Recovery
  • 16. Winding Up
  • 17. Cross Border Insolvency

CS Professional Information Technology and Systems Audit Syllabus

Module – 2  :Paper -4

  • 1. Information Technology Law
  • 2. Information Systems
  • 3. Computer Hardware – An Overview
  • 4. Computer Software – An Overview
  • 5. Database Management
  • 6. Programming – An overview
  • 7. Internet and Other Technologies
  • 8. Management Information Systems – An Overview
  • 9. Enterprise Resource Management
  • 10. E-Governance in India
  • 11. Systems Audit – An Overview

CS Professional Financial Treasury and Forex Management Syllabus

Module-2 : paper-5

1. Nature and Scope of Financial Management

Nature, Significance, Objectives and Scope (Traditional, Modern and Transitional Approach), Risk-Return and Value of the Firm, Financial Distress and Insolvency, Financial Sector Reforms and their Impact, Functions of Finance Executive in an Organisation

2. Capital Budgeting

Time Value of Money, Planning and Control of Capital Expenditure, Capital Budgeting Process Techniques of Capital Budgeting- Discounted and Non- Discounted Cash Flow Methods, Choice of Methods Capital Rationing; Risk Evaluation and Sensitivity Analysis, Simulation for Risk Evaluation Linear Programming and Capital Budgeting Decisions

under Constraints and with Multiple Objectives using Mathematical Programming Models, Inflation, Uncertainty and Evaluation using Statistical Decision Theory, Analysis of Capital Budgeting, Decisions- Some Case Studies

3. Capital Structure

Meaning and Significance, Capital Structure vis-à-vis Financial Structure; Planning and Designing; Optimal Capital Structure, Determinants of Capital Structure; Capital Structure and Valuation – Theoretical Analysis, EBIT – EPS Analysis, EBITDA Analysis (Earnings before Interest, Tax, Depreciation and Amortization), Risk and Leverage; Measures of Operating and Financial Leverage, Effects of Leverage on Shareholders’ Returns

4. Cost of Capital

Cost of Capital Meaning; Factors Affecting Cost of Capital ,Measurement of Cost of Capital, Weighted Average Cost of Capital, Marginal Cost of Capital

5. Financial Services

Meaning, Significance, Scope and Structure of Financial Services, Types of Financial Services- Merchant Banking, Securitization of Debt, Loan Syndication, Housing Finance, Custodial and Advisory

6. Project Finance

Project Planning – Preparation of Project Report, Project Appraisal under Normal, Inflationary and Deflationary Conditions, Project Appraisal by Financial Institutions – Lending Policies and Appraisal, Norms by Financial Institutions and Banks; Loan Documentation, Project Review and Control; Social Cost and Benefit Analysis of Project. (UNIDO Approach), Term Loans from Financial Institutions and Banks;

Lease and Hire Purchase Finance; Venture Capital Funds; Private Equity; International Finance and Syndication of Loans, Deferred Payment Arrangements; Corporate Taxation and its Impact on Corporate Financing, Financing Cost Escalation

7. Dividend Policy

Introduction; Types, Determinants and Constraints of Dividend Policy Forms of Dividend Different Dividend Theories – Walter’s Model, Gordon’s Model and Modigliani-Miller Hypothesis of Dividend Irrelevance Dividend Policy – Practical and Legal Constraints Corporate Dividend Practices in India

8. Working Capital

Meaning, Types, Determinants and Assessment of Working Capital Requirements, Negative Working Capital Operating Cycle Concept and Applications of Quantitative Techniques Management of Working Capital – Cash, Receivables, Inventories; Financing of Working Capital; Banking Norms and Macro Aspects Factoring and Forfeiting

9. Security Analysis and Portfolio Management

Security Analysis – Measuring of Systematic and Unsystematic Risk, Fundamental Analysis (Economic, Industry and Company), Technical Approach and Efficient Capital Market Theory

Portfolio Management – Meaning, Objectives; Portfolio Theory -Traditional Approach; Fixed and Variable Income Securities, Markowitz Portfolio Theory; Modern Approach – CAPM Model; Economic Value Added, Sharpe Single & Multi Index Model; Arbitrage Pricing Theory (APT); Risk Adjusted Measure of Performance

10. Derivatives and Commodity Exchanges- An Overview

11. Treasury Management

Meaning, Objectives, Significance, Functions and Scope of Treasury Management, Relationship between Treasury Management and Financial Management; Role and Responsibilities of Chief Finance Officer Tools of Treasury Management; Internal Treasury, Controls; Environment for Treasury Management, Liquidity Management, Regulation, Supervision and Control of Treasury Operations, Implications of Treasury on International, Banking

12. Forex Management

Nature, Significance and Scope of Forex Management, Foreign Exchange Market and its Structure, Foreign Exchange Rates and its Determination, Exchange Rate Quotes; Types of Exchange Rates; Forex Trading; Currency Futures and Options, Foreign Exchange Risk Exposures and their Management; Exchange Rate Forecasting; Risk in Foreign Exchange Business

13. Practical Problems and Case Studies

CS Professional Ethics, Governance and Sustainability Syllabus

Module -2 : Paper -6

Part A: Ethics and Governance (70 Marks)

  • 1. Introduction
  • 2. Ethical Principles in Business
  • 3. Conceptual Framework of Corporate Governance
  • 4. Board Effectiveness – Issues and Challenges
  • 5. Board Committees
  • 6. Legislative Framework of Corporate Governance in India
  • 7. Legislative Framework of Corporate Governance – An International Perspective
  • 8. Risk Management and Internal Control
  • 9. Corporate Governance and Shareholder Rights
  • 10. Corporate Governance and Other Stakeholders
  • 11. Corporate Governance Forums

Part B: Sustainability (30 Marks)

  • 12. Sustainability
  • 13. Corporate Sustainability Reporting Frameworks
  • 14. Legal Framework, Conventions, Treaties on Environmental and Social Aspects
  • 15. Principle of Absolute Liability – Case Studies
  • 16. Contemporary Developments – Integrated Reporting

CS Professional Advance Tax Laws and Practice Syllabus

Part A: Direct Tax Management (30 Marks)

Chapter 1: Taxation of Individual Entities, Partnership, LLP, Companies.

Chapter 2: International Taxation Covering Taxation of Non-Resident Entities, Advance Ruling, Transfer Pricing, Direct tax Avoidance Agreement.

Chapter 3: Case studies and Practical Problems covering Advance Tax Planning relating to Companies and Business Entities.

Part B: Central Excise, Customs, VAT and Service Tax (70 Marks)

1. Introduction

Special Features of Indirect Tax Levies – All Pervasive Nature, Contribution to Government Revenues; Constitutional Provisions Authorizing the Levy and Collection of Duties of Central Excise and Customs

2. Central Excise Laws

3. Customs Laws

4. Promissory Estoppel in Fiscal Laws – Principles and Applicability with reference to Indirect Taxes

5. Tax Planning and Management – Scope and Management in Customs, with Specific Reference to important Issues in the Respective Areas

6. Background, Negative List Approach, Statutory Provisions, Taxable Services, Valuation, Point of Taxation, Place of Provision of Service, Administrative Mechanism and Procedural Aspects, Assessment, Computation, Levy, Collection and Payment of Service Tax, Exemptions, CENVAT Credit for Service Tax, Returns, Refunds, Demands, Appeals, Revisions, Advance Rulings, Settlement Commission, Audit under Section 72A of Finance Act, 1994.

7. Goods and Service Tax (GST) – Concept and Developments

8. Background, Concept and Mechanism of VAT, Classification, Invoicing, Exemption, Returns, Refunds, Demands, Appeals, Revisions, Liability under VAT

9. Set off and Composition Scheme, Computation of VAT, Assessment, VAT on Works Contract, Right to use Property, Rate of Tax, Procedural Aspects including Registration, Preparation and Filing of E-Returns, Audit and Appearances

CS Professional Drafting,Appearances and Pleadings Syllabus

Module -3 :Paper:8


  1. General Principles of Drafting and Relevant Substantive Rules
  2. Drafting and Conveyancing relating to Various Deeds and Agreements
  3. Drafting of Agreements under the Companies Act
  4. Pleadings
  5. Appearances
  6. Compounding of Offences
  7. Practical Exercises

CS Professional Syllabus June 2017 – Elective Subjects