"Top Last Minute Topics for CS Executive New Syllabus June 2024 Exam" - CMSL / SLCM

C

S EXECUTIVE NEW SYLLABUS CMSL

IMPORTANT AREAS TO STUDY

CMSL

Lesson one

1. Discuss briefly the regulatory framework governing the securities market in India

2. Distinguish between money, market and securities market

3. Distinguish between primary market and secondary market

4. Discuss briefly various categories of alternate investment funds

5. Write a short note on foreign portfolio investor

6. Private equity funds are just like head hedge funds - comment

7. Who are all anchor investors? How is allocation made to anchor investors?

8. What do you mean by foreign currency exchangeable bonds?

9. Distinguish between FCCB and FCEB

10. Distinguish between GDR and IDR

Lesson two

Secondary market in India

1. Explain the role of stock exchanges in India

2. Distinguish between listed securities and permitted securities

3. What is an option contract? How the option contract is classified on the basis of party

who exercise the option and time at which the option can be exercised

4. Start-up companies have come up with an initial public offer with relaxation of many

conditions applicable for initial public offer. In this context, briefly explain about the

institutional trading platform and eligibility for listing.

5. Distinguish between initial margin and maintenance margin

6. What is meant by Block dEAL

7. What do you know about market surveillance enumerate different ways of preventive

surveillance?

8. Write short notes on key difference between wholesale price index and consumer price index

Lesson three

Securities contract regulations act

1. Industrial finance corporation of india established under the industrial finance corporation act 1948, having any suggested office at mumbai issued 8% redeemable bonds redeemable after seven years. These bonds were issued directly to the members of the public and not through mechanism of stock exchange. Next paragraph you are required to state, with reference to the provisions of the securities contract regulation act 1956, whether such direct issue of bonds by the ifci is not violating the provisions of the said act

2. The body of the city stock exchange association ltd is desirous of putting various

restrictions on voting rights. Office members to be exercised in a meeting and on their right to appoint a proxy. You are required to state whether the same is permissible. Also state the role of central government in this respecT.

3. The Shreyas of run fast Limited were listed in Delhi stock exchange. The stock exchange deal listed the shares of the company. The aggrieved company approaches you as a company secretary in practice to know the remedy available to the company. Give yoursuggestion to the company, keeping i, the provisions of the securities contract regulations act

4. Briefly explain the provisions relating to continuous listing requirements under securities contract regulation rules, 1957

Lesson FOUR

Securities and exchange board of India

1. Discuss the various powers and functions of SEBI under SEBI act

2. Sebi mein take any of the measure, either pending investigation or enquiry or completion of such investigation. Enumerate such measures in the light of the provisions of the Sebi act.

3. Explain the procedure to be adopted by SEBI for adjudication of penalties under the SEBI act 1992. Also state the factors that must be taken into account by the adjudicating officer while determining the quantum of penalty in such case.

4. Lalji agreed by an order passed by SEBI, is desirous of making an appeal before S 80. He requested you as a consultant to explain the provisions for making an appeal before SAT.

5. XYZ company Ltd agreed by the decision of adjudicating officer under the SEBI act, 1992 moved to civil court to contest the case. Is the action of the company correct in light of SEBI provisions. give your views and suggest to the management. The action to be initiated by XYZ Ltd.

6. What are the matters that cannot be considered as complaints under SCORES?

7. SEBI complaint redressal system is efficient system of investor grievance redressal

mechanism of SEBI. Discuss the statement and Salian features of SCORES.

8. What do you mean by informal guidance Scheme framed by the SEBI, who can make a

request for informal guidance under the informal guidance Scheme?

9. Complaints against certain companies cannot be dealt through SCORES. Despite the

complaint, maybe against a entity, explain briefly.

Lesson five

Depositories

1. Write a short note on models of depository

2. West between between dematerialisation and immobilisation

3. The opposite system functions per much like the banking system, comment

4. An investor holding Shays electronic form can opt out of in respect of any security and

thus can hold shares in physical form

5. Write a short note on internal audit of depository participant

6. Briefly discuss the role of company secretaries in depositary system

Lesson six

Securities market intermediaries

1. What do you mean by capital market intermediaries? What are the kinds and general

obligations of capital market intermediaries?

2. State the obligations of intermediaries under SEBI intermediaries regulation with respect to Redressal of investor grievances and appointment of compliance officer

3. Merchant bankers are the key intermediary between company and issue of capital

comment

4. Write a short note on Deventure trustee

5. Debenture trustee should exercise due diligence in ensuring compliance with the

provisions of companies act 2013, listing agreement of stock exchange, and the trust deed.

In the light of the above statement, innumerate the various responsibilities of debenture

trustee as per the SEBI Debenture trustee regulation.

6. Custodian of securities means any person who carries on or proposes to carry on the

business of providing custodial services. Comment

7. What are the general obligations and responsibilities of investment advisor under the SEBI investment advisor regulation 2013?

8. What do you understand by credit rating? Also, state the importance of credit rating

9. Explain the provisions for compulsory internal audit of registrar to an issue or share

transfer agent

10. Mr X has purchased 1000 shares at the rate of 80 per share of a company. He wanted to pay 5000 in cash and the balance through bank transfer to the stock broker. As a company secretary advice, Mr X by referring SEBI regulations.

Lesson seven

international financial services centres, authority

1. What is an international financial service centre?

2. Explain the fiscal benefits and tax exemptions available for IFSC

3. What are the powers of the IFSCA in relation to financial products, financial services and financial institutions under IFSCact 2019?

4. Which securities may be permitted for trading by stock exchange in IFSC?

5. State the provisions for the listing of securities in IFSC

Lesson eight

ICDR

1. Write a note on various methods of raising funds by a company from the primary market

2. Write a short note on draft offer document

3. What is book Building? What is the difference between fixer price process and book

building process?

4. What are the eligibility norms for public issue by unlisted entities?

5. Write a note on promoters contribution

6. Company cannot offer shares at different prices to different sets of people in a particular public issue. Comment

7. Write a note on period of subscription

8. Karuna Ltd made an initial public offer of Mars 2020 and was granted listing on stock

exchange. Soon thereafter, the promoters of the companies started contemplating change in the object clause mentioned in the offer document. To give effect to the same, the company convened an extraordinary general meeting of shareholders in April 2020. TheResolution was passed by the company. There were nevertheless, the disenting shareholders to. The promoters decided to provide an opportunity to the dissenting shareholders. In the light of the above, answer the following - Who are the descendant, shareholder, and what is the eligibility of shareholders for availing the exit offer?

9. What do you understand by fast tract issue? Explain the provisions related to fast track issue.

10. State the eligibility conditions for issue of IDR under ICDR regulations

Chapter 9

Share-based employee benefits and sweat equity share

1. Who all eligible employees under employees stock option?

2. Write a short note on ESOS

3. Distinguish between ESOS and ESPS4. SEBI Shaba employee benefits regulation shall apply to any company, whether listed or not on any recognised stock exchange in India and has a scheme. Comment on the statement.

5. Write a short note on sweat equity share

6. Distinguish between sweat equity and issue of capital on preferential basis

7. Explain briefly securities appreciations, right SAR

Lesson 10

Issue and listing of non-convertible securities

1. What do you understand by the term green debt security under the SEBI issue and listing of non-convertible securities regulation?

2. Manohar Ltd 6 to list debt securities and non-convertible redeemable preference issued on private placement basis on NSE. Prepare a brief note for the directors of Manohar Limited regarding applicable provisions relating to the listing application and documents occurred to be attached to listing application under the SEBI issue and listing of non-convertible securities regulation.

Chapter 11

Listing obligations and disclosure requirements

1. Discuss the duties of a compliance officer in a listed company

2. For ensuring independence of the Spirit of independent directors and their active

participation in functioning of the company, SEBI has accepted many recommendations of committee set up under Chairman ship of Shri Uday Kotak and made amendments in the SEBI LODR regulations. Explain any four provisions related to independent directors?

3. Home technology Limited has recently listed on the leading stock exchanges. Advise the company on the compliance of corporate governance regulation for holding of maximum number of director ship by a director of the company. If the company is having paid of share capital and s of eight crore and 12,00,00,000, respectively, are there any exceptions in the compliance with corporate governance under the SEBI regulation?

4. Nikunj an IT professional from reputed engineering College was appointed as an

independent director of a listed company. Due to some health issues, he resigned from the company eight months back. Now, the company designs to appoint him as an executive director on the board. Examine the validity of the proposed appointment.

5. Explain, explain briefly the mandatory committees under ICDR

6. Audit committee may grand omnibus approval for related party transactions. Elucidate the statement.

7. Corporate governance is the application of best management practises. Comment.

8. A listed company shall not be allowed to change its name more than once – discuss

9. You are a company secretary of sun glow Ltd, which being listed on the stock exchange after an IPO is made by the company. The managing director designs to know about quarterly, compliance requirements and listing agreement.

Chapter 12

SAST

1. Explain open offer thresholds Under SEBI SAST regulations

2. Sameer an acquirer, along with persons acting in concert is holding 23% shares in purple berry Ltd. Now he intends to acquire another 3% additional equity shares in purple bar Ltd through secondary market in the current financial year. He is acquiring less than 5% shares in the financial year and is of the view that he need not to make open offer to public. Give your opinion regarding the need to make an open offer to the public.

3. What is Vallantha offer as per regulation six of SAST4. Explain the modes of payment to the shareholders of the target company on accusation of shares by the acquirer under SAST regulations

5. An open offer for occurring stress, once makes shall not be withdrawn, comment

6. Increase in boating rights in a target company, By any shareholder person to buyback is exempted from the obligations to make an open offer subject to certain conditions. In the light of the statement, you are required to enumerate this conditions.

7. What disclosures are required to be made by an acquirer while acquiring the shares of

another company?

Chapter 13

Prohibition of insider trading

1. SEBI act provides for prohibition of manipulative and deceptive devices and insider

trading

2. David, general manager finance of Suran Enterprises Limited was found to be indulging in insider trading activities. As a result, the company terminated his service.How he left the company hundred days prior to the alleged act of insider trading. It is contained that in the instant instant case he cannot be treated as a connected person as he left the organisation prior to the act of insider trading, do you agree?

3. What is unpublished price sensitive information? Which information is deemed to be

pricew sensitive information. state with reasons, whether the following information is price sensitive.

a) The CEO of a company died in air crash

b) RBI has increased its statutory liquidity ratio by 23 basis points

c) The company is setting up another plant in Gujarat

d) The company is negotiating with a foreign company to sell its stake in star Limited

4. Answer the following with reference to SEBI insider trading regulations by giving reasons

a) Does exercise of ESOP or Esps Come under the definition of trading under the

insider trading regulations

b) Can CFO who has not reported to the board of directors act as a compliance

officer and update the board on the transaction related to insider trading?

c) Can the company appoint more than one person as compliance officer under the

regulation?

5. Explain the concept of trading plan and its essential elements

6. As a company, secretary and employment of deux Limited, a listed company, what will be your role in monitoring trading window under SEBI PIT regulations?

7. Explain a short note on Chinese wall policy

8. The term internal control is generally linked to control mechanism for finance and non-

financial processes of an entity. Is there any internal control process to prevent insider

trading under severe regulation U, being a company secretary of the company, suggest your CEO about internal control to ensure the compliance under the said regulations.

Chapter 14

Prohibition of fraudulent and unfair trade practises relating to

securities market

1. What do you mean by fraud, and what are the exceptions to the fraud as per Sebi

prohibition of fraudulent and unfair trade practices relating to securities market regulations?

2. When Sebi can order investigation and what are the powers of investigating authority

under Sebi prohibition of fraudulent and unfair trade practises relating to security market regulations?

3. In case, if a company is found to be in violation of the Sebi prohibition of fraudulent and unfair trade practices relating to security market regulations, what are the actions SEBI can take against the company?

Chapter 15

Delisting of equity shares

1. Prakash industries Ltd is listed on Pune stock exchange. As a company is unable to pay

its huge debts, the national company tribunal white its order approved resolution plan under section 31 of IBC. The company is in the process of dealing it shares from the stock

exchange 1st to resolution plan. You are a court to state whether the companies referred to comply with the provisions of SEBI, delisting of equity shares.

2. What do you mean by voluntary Delisting?

3. What are the circumstances or conditions under which equity Shares of a company

cannot be delisted as per the delisting regulations?

4. With reference to Sebi delisting of equity shares, regulations, state the requirements for appointment of peer reviewer company secretary to carry out due diligence

5. The equity shares of Ashna Buildcon Limited was listed on NSE. The exchange delisted its share by complying SEBI guidelines on delisting. The order of delisting on March 3,, 2022. of the shareholder has not participated in the building process due to ill health. Hewanted to tender shares on January 1 2023, analyse the problems in the light of SEBIregulations..

6. Write a short note on compulsory delisting

7. What are the rights of security holders in case of compulsory deisting of security?

Chapter 16

BUY back of securities

1. It is non-fact that to maximise the shareholder value company having surplus punch often induced to buy back its own shares. What are common reasons which usually induced a company to resort to buy back?

2. What are the conditions to be satisfied by a company for the purpose of buyback of

shares?

3. What are the limits for buyback of securities?

4. Circumstances which prohibit by back of shares or other specified securities under the

companies act

5. Can a company buyback its own securities or any specified securities through negotiated deals or through any private arrangements? Comment.

6. In what ratio the register company can buy back each shares from the shareholders also state whether it is necessary to make a reservation for small shareholders

7. Your company is planning to buy back share from the open market through stock

exchange method. You occur to state the provisions and procedures to implement the

proposal as per the SEBI buy back of security regulation.

8. Elucidate the obligations of merchant banker under the SEBI buy back of securities

regulation

Chapter 17

Mutual funds

1. Emerged as one of the important class of financial intermediaries, which character to the needs of retail investors – discuss

2. While evaluating the performance of a mutual fund, one must not be focusing on the

returns in isolation. In this context, elucidate how performance of mutual fund is evaluated.

3. Expense ratio for funds should be as low as possible. Explain how increase or decrease in total expense ratio shall be disclosed by asset management company.

4. Describe various games of mutual funds according to investment objective

5. Write a short note on real estate mutual funds scheme6. An enquiry officer appointed by SBI found evidence that a particular mutual fund was indulging in short selling and buying selling of derivative products for speculative purpose. You are required to answer.

a) Can mutual fund Be liable for violation of any provisions or rules laid down by the

SEBI in this regard

b) If yes, then what kind of penalties can be imposed by the enquiry officer on the

mutual fund?

7. Recently, SEBI has mandated the formation of Audit committee for asset management, companies of mutual funds. Briefly explain the role and composition of audit committee.

Chapter 18

Collective investment schemes

1. Write a short note on collective investment schemes

2. What are the restrictions on business activities, activities of collective investment

management company?

3. Write a short note on – winding up of collective investments scheme

4. What do you understand by the word ponzi scheme? Who regulate the collective

investment scheme? list any four key aspects for launching a collective investment Scheme?