Siddharth Agarwal, Law

SSEI

Law Preparation Strategy

Introduction
I always believe in studying complete. CA Exams cannot be gamed and you can leave your score to luck or gas papers like B.Com. I have always been extremely exhaustive in teaching, but owing to the difficulties faced by the students before exam where humongous syllabus has to be covered in short period of 3 days in October and then 40 hours of enervating revision before the D-day, I have prepared a list of important topics to be covered in 3 categories ABC Analysis.

Assumptions
This is not a gas paper. It basically gives the topics which are more relevant to Nov 2012 exams. Topics that have been asked in the last 3 terms viz. May 2011, Nov 2011 and Nov 2012 are generally less important. They should be prepared towards the end if time permits. An appendix has been attached at the end of these notes regarding topics asked in the last 3 terms for your reference.

Categorization in Law syllabus

I usually see the entire law paper divided into 3 broad heads from exam perspective: 1. Directors 2. Other parts in Companies Act 3. Allied laws Each of the above part constitute roughly 40 marks in the paper Directors may stoop down to 15-20 at times more weightage being given to Other parts in Companies Act As you can see the paper pattern has been fluctuating over last 3 terms, it is difficult to exclude any chapter even if it has appeared in the last terms. Revival and Rehabilitation of Sick Companies has been removed from the syllabus.

Important tips:
In the Allied Laws category, 1 question for the following marks is sure: 1. Interpretation of Statutes 4 marks 2. FEMA 4 marks 3. Competition Act 4 marks 4. SCRA Act 5 marks 5. SEBI Act/ SEBI Regulations 8 marks 6. Other Allied laws remaining 16/20 marks. In the Other Part Of Companies Act category, following chapters are more important: 1. Accounts 2. Compromises, Arrangements and Amalgamations 3. Producer Company 4. Winding up Keep Sole Selling Agent for the last I think the chances are negligible for this chapter In the Directors category, following 2 topics are LESS important: 1. 372A inter-corporate loans and investments. 2. 293A Donation to political parties 1 |Page

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Law Last 3 term papers summary

Major categories
DIRECTORS OTHER PART OF COMPANIES ACT ALLIED LAWS TOTAL

May 2012
44 34 42 120

Nov 2011
16 58 41 115

May 2011
40 39 41 120

Names of the Chapters

Directors Sections: a. 295 b. 293A c. 289 & 292 d. 372A e. 293 f. 592 g. 269 h. 299 & 300 i. Small shareholders Director Rules j. 621A k. 255 & 256 Accounts Audit and Audit Committee Inspection and Investigation Sole Selling Agents Dividend Compromises, Arrangements and Amalgamations Prevention of Oppression and Mismanagement Producer Company Winding up Interpretation of Statutes FEMA Banking Act SARFAESI Act Money Laundering Act IRDA Act Competition Act SCRA Act SEBI Act SEBI Regulations Insurance Act

May 2012
4 8 8 8 8 8 5 8

Nov 2011

May 2011

8 8 8 8 13 8 8 8 5 8 8 4 4 8 4 4 4 5 8 4 16 4 4 8 4 4 5 8 8 8 10 8

8 5 13 8 4 4 8 4 4 4 6 8

5 8

May 2012
Question 1 Loan to Director, Sole Selling Agent, Dividend and SCRA Act a. Loan to Director and his relative Sec 295 (4 marks) b. Appointment of Sole Selling Agent Sec 294A, AA series (5 marks) 2 |Page

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c. Revocation of declaration of Interim Dividend (5 marks) d. SCRA Act - Refusal of Listing by Stock Exchange without citing reasons. (6 marks) Question 2 Donation to political parties & Passing of Resolution by Circulation a. Donation to political parties Sec 293A (8marks) b. Passing of Resolution by Circulation Sec 289 and 292 (8marks) Question 3 Oppression and Mismanagement & SEBI Regulations a. Prevention of oppression and Mismanagement Section 397 Indo-French case (8marks) b. BONUS ISSUE SEBI Regulations (8marks) Question 4 Inter-corporate Loans & Banking Act a. Inter-corporate Investments, Loans & Guarantee Sec 372A (8marks) b. The Banking Regulation Act, 1949 - Power of Central Government to acquire the undertaking of Banking Companies in certain cases (8marks) Question 5 Extension of time for repayment of loan given to Director & Audit a. Extension of time limit for repayment of loan given to Director and drafting a notice to call such meeting Sec 293 (8marks) b. Constitution of Audit Committee and Course of action in case of differing with the content of the audit committee report Sec 292A (8marks) Question 6 Interest out of capital (Dividend) & Foreign Companies a. Power of company to pay interest out of capital in certain cases under the Companies Act, 1956 - Section 208 (8marks) b. Documents to be furnished by foreign companies carrying on business in India Section 592 (8marks) Question 7 Write short notes on the following - (4 marks each) a. FEMA - Exemption from realisation and repatriation of foreign exchange b. Competition Act - Term of office as Chairperson of Competition Commission of India (CCI) under the Competition Act, 2002 c. Prevention of Money Laundering Act - Offence of Money Laundering d. IRDA Act - Requirement of Paid Up equity capital for insurance business e. Interpretation of Statutes - Principles of Grammatical Interpretation and Logical Interpretation

Nov 2011
Question 1 Accounts, Appointment of Managing Director, SCRA Act & Dividend (5 marks) a. Accounts - Authentication of Balance Sheet and Profit and Loss A/c - Section 215 b. Appointment of Managing Director without CGs approval when such approval is needed Sec 269 c. SCRA Act - Corporatisation and demutualisation - time limit for public shareholding d. Dividend - Investor Education & Protection Fund 205C Question 2 Inspection and interested Directors a. Inspection - Seizure of documents by Registrar (Sections 234 and 234A) (8 marks) b. Interested Director (Sections 299 and 300) (8 marks) Question 3 Accounts and SEBI Regulations a. Accounts drafting Board Resolution for charging Mr. White, Chief Accountant, with the duty of Compliance with the requirements of Sections 209 & 211 (8 marks) b. SEBI Regulations - Book Building (8 marks) 3 |Page

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Question 4 Sole Selling Agent & Banking Act a. Appointment of Sole Selling Agent Sec 294A, AA series. (8 marks) b. Banking Regulation Act, 1949 - Power of Reserve Bank of India to inspect banks and appoint Directors (8 marks) Question 5 Oppression and Mismanagement & Producer company a. Prevention of Oppression and Mismanagement Family Fight (8 marks) b. Producer company - Inter-state co-operative society (8 marks) Question 6 Audit and Small Shareholders Director a. Audit - Appointment of Auditor (8 marks) b. Manner of election of small shareholders director (8 marks) Question 7 Write short notes on the following - (4 marks each) a. Competition Act - Term of office of chairperson and other members b. Interpretation of Statutes - importance of "Preamble" and "Proviso" c. FEMA - Appeal to Appellate Tribunal. d. Prevention of Money Laundering Act - Obligation of Banking Companies, Financial Institutions and Intermediaries of securities market. e. SARFAESI Act - Procedure relating to enforcement of security interest

May 2011
Question 1 Dividend, Accounts and SCRA Act (5 marks) a. Dividend - Payment of Dividend out of the accumulated profits b. Accounts - Adjournment of meeting as accounts were not ready c. SCRA Act - Share Transactions by Member of Stock Exchange d. Accounts - Right to carry out the inspection of the books of accounts Question 2 Sec 293 and Winding up a. Powers of directors related to borrowing funds by the company (8marks) b. Winding up - liabilities of contributories (8marks) Question 3 Compromise, Arrangements and Amalgamation & SEBI Act a. Compromise, Arrangements and Amalgamation Exchange Ratio (8marks) b. SEBI Act - Orders of SEBI and Remedies (8marks) Question 4 Banking Act & Sec 293A a. Banking Regulation Act, 1949 - Compensation to shareholders of the acquired bank (8marks) b. Donation to Recognized Political Party Sec 293A (8marks) Question 5 Sec 621A & Appointment of Managing Director a. Compoundable and Non Compoundable Offences Sec 621A (8marks) b. Appointment of Managing Director - Draft of Board Resolution (8marks) Question 6 Winding up & Rotational Directors a. Compulsory Winding Up (8marks) b. Rotational Directors and Retirement (8marks) Question 7 Write short notes on the following - (4 marks each) a. FEMA Act - Residential Status b. Insurance Act, 1938 - Nomination by Life Insurance Policy Holder c. Competition Act, 2002 - Factors to be considered for determining Abuse of Dominant position d. Interpretation of Statutes Rule of Noscitur A Sociis e. SARFAESI Act, 2002 - Cancellation of Certificate of Registration 4 |Page

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