Advanced Certificate Course on Companies Act, 2013



Four months fully online Certificate programme by National University of Juridical Sciences, Kolkata Scroll Down to Learn More

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About the Course

Total Fees: INR 8,000 5,000

Duration: 4 months

Do you know how the new Companies Act affects venture capital, private equity investments or M&A transactions?

How has the capital markets practice of law firms evolved post the new Companies Act? What is the role of investment banks under the new system?

Can you advise a large business manage inter-corporate holdings and investments? Can you help a promoter validly enter into a related party transaction?

Can you help companies comply with CSR requirements? Can you use your skillset to build a profitable advisory practice around CSR compliance?

The new Companies Act 2013 has introduced a variety of changes to the manner in which companies are started and managed. These changes have impacted the way critical business transactions are undertaken, the role of professionals such as CAs, company secretaries and lawyers and the manner in which promoters, businessmen and entrepreneurs run their companies.

Currently available information, such as the videos on the ICSI website, articles on the internet and textbooks on the subject either deal with issues in a very theoretical manner, without reference to how Companies Act has a relevance to essential business transactions and everyday corporate governance. Similarly, a section-wise study of the provisions of the new Companies Act or referring to a comparison chart can be technical, not intuitive and difficult to grasp. A practitioner needs to quickly and systematically identify relevant aspects and incorporate them into his practice or adapt it to a new role - an operational perspective has to be undertaken to explain how a professional's practice needs to adapt.

This is a short course explaining the most relevant changes introduced by the Companies Act, 2013 at a practical level. The idea is to enable lawyers, accountants (CAs, cost accountants, etc.), finance professionals and company secretaries to understand how these changes different areas of their practice, to them to add value to clients through advisory services, performing compliance and filings, advising clients through strategic and regulatory issues, contract negotiation and drafting. In some cases (such as CSR compliance), they will even be in a position to add new specializations to their portfolio of client services. Practical takeaways ensure that learners have ready access to key documents, which they can use as base drafts for their consultancy services.

New updates and notifications are constantly being released based on feedback and difficulties that MCA has received from different stakeholders.

Other features of the course:

  • Learn anytime and from any location - 24 x 7 access available on mobile and tablet devices (Android) and on web.
  • Faculty includes experts from the most reputed corporate law firms. Get doubts cleared in 24 hours.
  • Learning materials comprise of video discussions with experts, animation, study materials, checklists. Access sample agreements and approval applications.
  • Get doubts cleared within 24 hours over a discussion forum
  • Those who complete the course successfully will receive certification from NUJS, Kolkata - certification will be based on performance in an online test.

 

Target Audience

Lawyers, chartered accountants, company secretaries, businessmen and IT entrepreneurs, consultants and self-employed professionals, law students, information technology professionals, MBA and BBA students, engineering students.

Course Contents

  1. Summary of key changes in Companies Act 2013
  2. Strategic advantages of a company for business owners
  3. Types of companies, incorporation procedures and changes under new Companies Act - Private company, Public company, One Person Company, Non-profit (Section 8 company)
  4. Regulation of foreign companies
  5. Business structuring - Holding, subsidiary companies, sister companies and investment layers, hybrid structures
  6. Methods of business transfer and conversion of other businesses into companies – Compliance, operational and tax considerations

Practical takeaways

  1. Sample Shareholders Agreements, Memorandum and Articles of Association, certificate of incorporation
  2. Negotiation and drafting pointers for key constitutional and operational documents
  3. Checklist of strategic considerations and role of professionals in business structuring and formation
  4. Annual compliance chart for companies
  5. List of additional requirements for high-turnover companies and listed companies
  6. List of registers to be maintained by companies
  7. Charts for conversion of companies alternate business structures into company
      1. Types of finance and their advantages
      2. Mechanisms to raise equity from India and abroad
      3. Public vs. private sources of capital – pros and cons
      4. Methods of raising capital - IPOs, FPOs, rights issues, private placements, preferential allotment and qualified institutional placement (QIP)
      5. Debt finance, security creation and debenture trustees
      6. Private placements post the Sahara case under Companies Act 2013
      7. Hybrid securities – OCPS, CCPS, CCDs, RPS
      8. Pricing guidelines, compliance requirements and timelines for issue of securities
      9. Capital markets practice and role of professionals (CAs, CS and lawyers) in capital markets transactions

      Practical takeaways

      1. Mindmap and checklist for choosing an optimal method of funding
      2. Sample board and shareholder resolutions for preferential allotment and for issue of convertible debentures
  1. Impact of Companies Act on venture capital and private equity investments
  2. Validity of clauses restricting transferability,
  3. Enforcement of exit rights
  4. Impact on filing requirements
  5. Governance procedures - Affirmative voting rights and Companies Act 2013
  6. Process of share transfer under the new Companies Act
  7. Financing transactions between group companies: Regulation of inter-corporate investments and guarantees
  8. Stamp duty issues in equity and debt financing transactions
  9. Raising money through corporate deposits
  1. Managerial structures for a company - board and committees of directors
  2. Types of directors - nominee, minority, independent, whole-time and non-executive directors
  3. Directors, key managerial personnel, officers in default and their responsibilities
  4. Investment agreements and director’s duties
  5. Corporate decision making and meetings - Shareholders meeting, Statutory meeting, AGM, EGM, Class meeting, Board Meeting, Resolution by circulation, Meeting through video conferencing, vote through postal ballot
  6. Related party transactions and director dealings with the company
  7. Voting rights and governance structures
  8. Management rights of debenture holders
  9. Mechanisms of shareholder control and removal of directors
  10. Role and responsibilities of independent directors
  11. SEBI’s Listing Agreement and Companies Act 2013

Practical takeaways

  1. Sample notice of meeting with agenda (of board and shareholders’ meeting)
  2. Sample explanatory statement for a notice of meeting
  3. Sample minutes of a meeting
  4. Sample resolution (board and shareholder meetings)
  5. Format of minutes book
  1. Distributable profits and computation of dividends, declaration of dividends, modes of declaration of dividends
  2. Profit repatriation methods
  3. Terms of engagement of directors - employment agreement, managerial remuneration, salary caps and incentives for directors (salaries, ESOPs options and sweat equity), golden parachutes and gardening provisions
  4. Incentives for non-director employees

Practical takeaways

  1. Model CXO-level employment agreement
  2. Checklist for CXO’s employment agreement
  3. Sample ESOP Plan and guidelines
  4. Sample letter of allotment of ESOPs
  5. Checklist for creation of a valid ESOP scheme
  1. Books of accounts and financial statements
  2. Elements of financial statements
  3. Functions and power of NFRA
  4. Appointment and rotation of auditors
  5. Auditing standards and auditor’s duty to reveal fraud

Practical takeaways

  1. Annual report, financial statements and director’s report formats
  1. Mandatory CSR obligations and voluntary initiatives
  2. Eligible CSR initiatives and structures
  3. Compliance and reporting for CSR
  4. Applicability on certain companies
  5. Modes of administration of CSR initiatives
  6. Consequences of non-compliance
  7. Taxation and CSR

Practical takeaways

  1. Draft CSR Policy
  2. Annual report format for CSR compliance

Other Relevant Courses

Industry Academia Panel

Anjani Kumar

Chartered Accountant and Corporate Trainer

Anuj Sah

Principal Associate at Khaitan & Co.

Ketan Mukhija

General Counsel, SREI Group

Pratik Dutta

Consultant, National Institute of Public Finance and Policy

Shivi Agarwal

Partner, Amicus

Suhas Baliga

Principal, Impact Law Ventures

Sunil Agarwal

Senior Tax Partner, AZB Partners, Noida

Vaneeta Patnaik

Associate Professor at WBNUJS, Kolkata

Success Stories

Imagine how it would be if you could navigate the usual legal and regulatory mess with ease, and make better decisions as you scale your business or career growth. Regulatory and legal difficulties is a huge hurdle to doing business in India, and very few people have mastery over it. We are inviting you to find out more about how we can add a touch of magic to your growth. Here are some amazing success stories of our students who have taken up our courses.

My purpose of joining the course is certainly fulfilled; it has given me the much needed practical knowledge of law. All modules in the course are designed with emphases on practical knowledge. The concepts are not explained theoretically but in a practical manner. I personally found the module on business structuring, institutional finance, and raising investment to be most beneficial for me. I am able to utilize this knowledge in my current job also.

Shivam Dubey

Associate, Cyril Amarchand Mangaldas

All that I learned from the course is very relevant to me and helps me every single day. I still refer the course notes. Once, we were working on a transaction which involved export-import compliance. It was something I had never done before and none of my team members had an experience with it. I had only the basic idea about it and that is when I realized that I have studied it in my diploma course. I referred the course material and handled the transaction totally based on the knowledge gained through the diploma course, it gave me the basic idea of what to check and how to check.

Ananya Banerjee

Managing Partner, Unico Legale

I can definitely say that this course has added value to my profile and facilitated my growth. The knowledge gained through this course has boosted my confidence and helped me get through many interviews. I found the modules on Arbitration, FDI, and Corporate Governance to be extremely informative. The module on drafting provided various templates that gave you a framework to build on. The webinars by various industry experts was an added advantage of this course. These were exceptionally outstanding, interactive and provided the much needed insights from a commercial point of view.

Mehak Gupta

Associate, Economic Laws Practice

I am a computer science engineer by education, but an entrepreneur by profession. Having had no formal education in running a business I was always led to a lot of "learning the hard way". When iPleaders launched the course for Entrepreneurship Administration and Business Laws, in an e-learning mode I took up the course with the objective to understand all legal nuances related to running a business. The course covered things like; understanding of ESOP, Sweat Equity, Company Policy, License agreements, IP related law, EULA and lots of other content which made sense for our business.

Atul Gupta

Managing Director of InSync Tech-Fin Solutions Ltd

I am a practicing Cyber lawyer in Mumbai for the past 3 years and have founded Cyberjure Legal Consulting. The course was a very good learning experience, and I am glad I did it. It helped me understand the nuances of many laws which we studied in college, but never went into practical applicability of the same. The stuff I learnt in the course helped me in my matters too, and in structuring e-commerce start-ups.

Puneet Bhasin

Founder, Cyberjure Legal Consulting, Mumbai
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Frequently Asked Questions

The course fee can be paid through our online payment gateway, Instamojo. You can pay using your credit card, debit card or net banking by clicking on enroll now.

Enrolment continues throughout the year. If the course fits your aspiration, we recommend you to enrol and start studying immediately.

Once you successfully make the payment and fill the enrolment form. You can access the course by logging to the learning management platform (LMS) http://www.lawsikho.com/login, using your Facebook login credentials (email address not mobile number).

No. These courses are completely online, and you will not need to travel to Kolkata for any requirement of this course.

All the study materials will be provided on the online learning management system and not in hard copy. No hard copy is required or recommended for these courses. For any hard copy provided by iPleaders for some parts of some of the courses which may be available with iPleaders, check with them by calling on the number provided in this website.

There are no discounts available. However course fee for long term courses (1 year or more) can be paid in instalments. To know about instalment options, call 011-331-38901

There are no minimum attendance requirements, as the course shall be taught online through a learning management system which allows you to pursue the course at your own pace and convenience.

The course is conducted through an online learning management system, which enables students to access study materials from anywhere in the world at their own time and convenience. All the study material which includes text, videos, drafting exercises, templates and regular tests will be available only within the LMS and can be accessed using your login id for the LMS. The course can also be accessed through state of the art mobile Apps, which makes learning convenient and accessible on a real time basis.
Live sessions are also conducted online – students who miss the session can watch recorded versions. There will also be some online doubt-clearing sessions between students and faculty.

The minimum eligibility for diploma and certificate courses is XII pass and students from any discipline can enrol in the course. For MA in Business Laws, graduation in any discipline will suffice. Therefore, students of B.Com., BMS, BBA, Science, Arts, Medicine or from any other discipline are eligible to enrol and many have already enroled. The course is targeted at entrepreneurs, managers, consultants and working professionals and will be relevant and useful irrespective of stream and industry. Those would like to start up their own company at some point of time, are interested in a career in management, want to have a grasp on business laws or differentiate themselves by adding a unique skill shall benefit from this course. Please visit our Success Stories page to read about what individuals from different disciplines have to say about the course.

As candidates will be enroling from across India and even abroad, the schedule of every candidate is likely to differ. To accommodate that, the periodic tests will be available on the online portal for a period of time so that you can take them at your convenience. Everyone will be given sufficient opportunity to take the tests.

The online MCQs are executed on the learning management system. You do not need to go to any special centres to take any test or exam. All tests can be taken by logging on to the online learning management system from your home.