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EBC Learning and NALSAR University of Law: M.A. in Corporate Law (2 Year Degree Programme)
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EBC Learning and NALSAR University of Law: M.A. in Corporate Law (2 Year Degree Programme)

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Product Details:

Format: eProduct
Publisher: Eastern Book Company
Language: English
Date Added: 2023-07-06
Search Category: eProducts
Jurisdiction: Indian



NALSAR’s 2-year M.A. in Corporate Law programme, launched in collaboration with EBC Learning, is like no other. It is a comprehensive educational initiative focused on equipping participants with in-depth knowledge and exposure to practical expertise in the field of corporate law. This programme aims to provide a solid foundation in corporate legal principles, governance structures, regulatory compliance, and emerging trends, enabling participants to excel in their careers while contributing to the success of corporations and businesses.

Taught by industry experts and professionals, it is a comprehensive and rigorous programme on corporate law that gets you ahead, covering theoretical, critical and practical training in corporate law. Through this programme, we aim to provide participants with deep knowledge and a holistic understanding of the corporate legal landscape.

Who Should Take This Course?

Law Students and Recent Law Graduates, Lawyers, In-House Counsels, Legal Professionals who wish to switch to corporate practice or looking to kickstart a career as Transactional Lawyers, Chartered Accountants, Company Secretaries, Cost & Work Accountants, Government Officials, Academicians, Managers, Chief Executive Officers, Company Directors, Prospective Entrepreneurs, may take this course. The course would help launch law students into a career in corporate law and help practitioners develop their corporate law practice. Business professionals, advisors and managers interested in a detailed legal understanding of corporate affairs may take this course to hone their legal skills.

E-Books Access from EBC Reader

Semester I

1.1.1. Introduction to Law and Legal Methods

Module I: Introduction to Legal Systems

  • Common Law
  • Civil Law
  • Mixed Systems
  • Public Law
  • Private Law

Module II: Sources of Law

  • Understanding the Sources of Law
  • Primary Sources of Law
  • Secondary Sources of Law
  • Hierarchy of Law

Module III: Getting Familiar with Sources of Corporate Law

  • Framework of Corporate Law
  • Corporate Law Regime

Module IV: Legal Research and Writing

  • Selecting your Topic and Identifying Legal Issues
  • Literature Review
  • Undertaking Comparative and Interdisciplinary Research
  • Editing and Refinements

1.1.2. Fundamentals of Corporate Law

Module I: Corporate Form

  • Separate Legal Identity
  • Limited Liability
  • Corporate Veil

Module II: Kinds of Business Entities

  • Partnership, LLP, Cooperative Societies, Sole Proprietorship
  • Public, Private, Limited, Unlimited, Guarantee Companies
  • OPC, Small Companies, Producer Companies
  • Section 8 Company

Module III: CSR, Corporate Sustainability and ESG

Module IV: Incorporation and Winding-up of Business Entities

  • Incorporation and registration
  • Conversions
  • Winding up under the Companies Act

1.1.3 Administration of Company

Module I: Directors, KMP, & Promoters

  • Directors - Kinds, Power & Duties, Appointment, Removal, Disqualification, Resignation
  • Related Party Transactions
  • Loans to Directors and Inter-corporate Loans
  • Promoters and KMP

Module II: Shareholders and Meetings

  • Members and Shareholders of a Company
  • Shareholders and Board of Directors Meetings
  • Statutory Committees
  • Notice, Quorum, Proxies, Agenda
  • Resolution, Minutes, Annual Report

Module III: Shareholder Litigation & Class Action

  • Majority v. Minority Shareholder Conflict
  • Oppression and Mismanagement
  • Class action

Module IV: Corporate Governance

  • Development of Corporate Governance Norms in India
  • Comparative Analysis of Corporate Governance
  • Corporate Fraud
  • Insider Trading

Semester II

1.2.4. Law of Contract

Module I: Formation of Contract

  • Offer
  • Acceptance
  • Consideration

Module II: Free Consent, Illegality & Public Policy

  • Coercion, undue influence and fraud
  • Misrepresentations
  • Mistakes

Module III: Performance, Discharge of Contracts, Specific Relief

  • Contingent Contracts, Privity,
  • Performance
  • Discharge of Contracts
  • Specific Relief and Specific Performance

Module IV: Quasi-Contracts & Specific Contracts

  • Indemnity and Guarantee
  • Bailment and Pledge
  • Agency

Module V: Contract Drafting

  • Language and Style in Contract Drafting
  • Pre-contractual Instruments
  • Parts of an Agreement
  • Remedies for Contractual Breaches
  • Dispute Resolution Clauses
  • Common Corporate & Business Agreements

1.2.5. Law of Investment and Foreign Exchange

Module I: Securities

  • Shares, Debentures, Hybrid Instruments
  • Derivative, Option, and Forward Contracts
  • Declaration and Payment of Dividends
  • Transfer and Transmission of Shares

Module II: Private Equity

  • Private Placement and Preferential Allotment
  • The rights issue, Process of Reduction and Buy-back
  • Introduction to Different Kinds of Funds Operating in India

Module III: Foreign Transactions

  • FEMA, FCRA, PMLA, Powers and Function of RBI
  • FDI, Overseas Direct Investment, Non-Debt Instruments, and External Commercial Borrowing Transactions

Module IV: International Trade Law

  • WTO
  • Bi-lateral Investment Treaties

1.2.6. Capital Markets

Module I: Regulation of Indian Capital Market

  • Development and Growth of the Indian Capital Market and Stock Exchange
  • The Intermingling of Markets and the Idea of Unified Regulation

Module II: Powers and Functions of SEBI

  • Jurisdiction of SEBI and Exercise of Powers by SEBI
  • SEBI as the Sectoral Regulator
  • Regulation of Capital Market Intermediaries

Module III: Resource Mobilization in Indian Capital Market

  • Listing and Delisting of Securities
  • Rights Issues, Bonus Issues, Sweat Equity, and Employee Benefit Schemes

Module IV: Takeover Code

  • Concepts and Case Studies

Semester III

2.3.7. Mergers, Amalgamations and Acquisitions

Module I: Understanding M&A Transactions

  • Role of Lawyers in Transactions
  • Corporate Transaction, M&A Transactions
  • Leverage Buyouts and Management Buyouts

Module II: Due Diligence

  • Due Diligence in M&A Transactions
  • Relevance of Due Diligence and Due Diligence Request List
  • Identifying Key Issues for inclusion in Due Diligence Report
  • Preparation of DDR

Module III: M&A Agreements

  • Pre-deal Agreements
  • Acquisition Agreements
  • Negotiating Deals

Module IV: M&A Taxation

  • Overview of Restricting Strategies from Taxation point of view
  • Demerger
  • Slump Sale and Asset Sale

Module IV: International Commercial Arbitration

  • Legal Framework and Governing Laws
  • Arbitral Institutions and Rules
  • Enforcement of foreign arbitration award

2.3.8. Law of Taxation

Module I: Fiscal Federalism

  • Constitutional Design and Arrangement to Levy Tax
  • Interpretation of Tax Laws
  • Difference between Tax, Fee, Cess and Surcharge
  • Tax and Supreme Court: Retrospective Taxation

Module II: Direct Taxation

  • Definition of Income and other Basic Concepts
  • Income from Various Sources
  • Computation and Procedural Compliances
  • Corporate Taxation

Module III: Indirect Taxation

  • GST Regime in India
  • Customs

Module IV: International Taxation

  • Tax Planning vs. Tax Avoidance vs. Tax Management
  • Constitutional basis of Treaties (Double Tax Avoidance Agreement)
  • General Anti Avoidance Rules (GAAR)

2.3.9. Competition Law and Economics

Module I: Competition Economics

  • Economic Approaches in Competition Law
  • Concepts: Market Power, Relevant Market
  • Abuse and Vertical Restraints
  • Collusions and Cartels

Module II: Competition Policy and Law

  • Market and Market Power
  • Role and Importance of Competition
  • Objectives of Competition Law
  • Role of Competition Regulator

Module III: Anti-competitive Agreements and Abuse of Dominance

  • Horizontal and Vertical Agreements
  • Cartels
  • Dominance
  • Abuse of Dominant Position
  • Competition Law in the Digital and E-Commerce Markets

Module IV: Regulation of Combinations

  • Combinations
  • Reasons for Regulation
  • Mechanism for Notice
  • CCI and Combinations

Module V: Practice and Procedure

  • Orders of CCI
  • Powers and Functions of DG and CCI
  • Issues of Jurisdiction

2.3.10. Insolvency Law and Bankruptcy

Module I: Introduction to Insolvency and Bankruptcy Code

  • Report of the Bankruptcy Law Reforms Committee
  • Insolvency and Bankruptcy Ecosystem
  • Important Definitions; Institutions under IBC
  • Key challenges to the implementation of the IBC
  • Individual Insolvency

Module II: Corporate Insolvency Resolution Process (CIRP)

  • CIRP by Financial, Operational, Corporate Creditors
  • Withdrawal of Application

Module III: Conducting Corporate Insolvency Resolution Process

  • Initiation of CIRP by Insolvency Resolution Professional (IRP)
  • Moratorium and its Effect
  • Constitution of Committee of Creditors and its Power
  • Resolution Applicant, Process of Bidding, Implementation

Module IV: Liquidation of companies

  • Initiation of Liquidation Process
  • Procedural Compliance
  • Powers of NCLT and NCLAT
  • Misc. Provisions

Semester IV

2.4.11. Banking and Finance Law

Module I: Banking Structures in India and the RBI

  • Overview of the Banking System in India
  • Regulatory Framework and Compliances
  • Legal Aspects of Banking Operations

Module II: Kinds of loans and securities

  • Classification: Fund-based and non-fund based Loans
  • Securities: Mortgages, Hypothecation, Pledge, Other kinds of securities,
  • Security trustee, Guarantee and Letter of Comfort

Module III: Understanding debentures

  • Introduction to Debentures
  • Difference between Loan and Debentures
  • Issuance of Debentures
  • Listing of Debentures

Module IV: Negotiable Instruments

  • Kinds of Negotiable Instruments
  • Holder and Holder in Due Course and Payments in Due Course
  • Transfer of Negotiable Instruments
  • Dishonor of Negotiable Instruments

2.4.12. Labour and Employment Laws

Module I: Labour laws and the Constitution

  • Constitution and Labour Laws
  • ILO
  • Labour Codes in India

Module II: Industrial Relations

  • Industrial Dispute Act, 1947
  • Indian Trade Union Act, 1926
  • The Industrial Employment (Standing Orders) Act, 1946
  • Factories Act, 1948
  • Contract Labour Act, 1970

Module III: Wages and Wage Code

  • The Minimum Wages Act, 1948
  • The Payment of Wages Act, 1936
  • The Payment of Bonus Act, 1965
  • The Equal Remuneration Act, 1976

Module IV: Social Security and Code

  • The Employees' State lnsurance Act, 1948
  • The Employees' Provident Funds & Miscellaneous Provisions Act, 1952
  • The Employee's Compensation Act, 1923
  • The Payment of Gratuity Act, 1972
  • POSH