Emergence of Corporate Finance as an Integral part of Business Finance.

Need for professional approach in managing corporate finance.

Role and Functions of a Corporate Financial Manager.

Requirements of an efficient Corporate Financial Manager.

Owned Capital and Borrowed Capital – Cost of Capital.

Break Even Analysis.

Factors affecting Capital structure – Trading on Equity.

Watered Capital, Over Capitalization and Under Capitalization.

NPV, IRR, DCF Analysis and Payback Period.

Management of New Issues including Pricing of Securities.

Role of Commercial Banks and Investment Banks in Financing the Corporate Sector.

Leasing as Method of Corporate Finance.

(b)       Membership of a Company: Who can become member, Modes of acquiring membership, Cessation of membership, Rights and Liabilities of Members

(c)        Memorandum of Association and Articles of Association: Meaning, Concept, Clauses, effects of Memorandum and articles, Doctrine of Ultra Vires, Doctrine of Indoor Management, Doctrine of Constructive Notice.

(d)       Prospectus: Meaning (S.2) When to be issued, When not required, Various kinds of prospectus, legal framework for issuance of Prospectus, Contents of Prospectus, Private Placements.

(e)       Classification of Directors, women directors, independent director, small shareholder’s director, disqualification of a director, Director Identification number, appointment, Legal position, powers and duties, Position of director as key managerial personnel, managing director, manager.

(f)         Meetings: Various types of meeting of shareholders and board, convening and conduct of meetings, postal ballot, meetings through video conferencing, e-voting.

(b)       Patents: Meaning, Salient features of Patent Conditions for an invention to be patented, what is Patentable, What is not patentable? Procedure for Obtaining a Patent, Opposition to Grant of Patent (S. 25, 26) Term of Patent, How does a patent expire? Remedies available to the Patent Owner for Infringement of Patent Rights.

(c)        Copyrights: Meaning (S. 14) Copy right Board and registration of Copy right (S. 11, S.44-50) Term of Copy right (S. 22-29) What works are protected, rights, who owns the rights and duration. Meaning of Fair use. Infringement of Copy rights and remedies (S. 51-55,57,58,63,64,65)

(d)       Trademarks: Meaning Concept, functions of Trade mark, Types of Trade Marks, Trademarks that cannot be registered Registration of Trade Mark, Procedure for Registration of TM, Infringement and remedies, passing off, service marks.

(b)       Limited Liability Partnership, 2008: Definitions (S. 2), Body corporate, Business, Partner. Concept, Salient features, Nature of LLP (Ss. 3-10)  Distinction between LLP and partnership, and LLP and LLP and Company Extent and limitation of liability of LLP and its partners (Ss. 26-31) Conversion to LLP (Ss. 55-58)  Winding up and Dissolution of the LLP (Ss. 63-65)

Terms-Recognition of stock exchange-Listing Agreement-Delisting-Security Appellate Tribunal-Cancellation of recognition- bye laws- types of contracts. Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act (SARFAESI) 2002: Objectives-Terms-process-registration-acquisition-assets reconstruction-takeover management-offences and penalties-authorities.

(b)       Security Exchange Board of India:

¨          SEBI: Objectives-terms-establishment-powers-functions-accounts and audit-penalties-registration.

·            Issues of Disclosure Investors Protection Guidelines: Pre and Post obligations-conditions for issue-Debt Security-IPO-E-IPO-Employee option-right-bonus-preferential allotment- intermediary-operational-promoter lock in period requirements-offer document.