ICSI CS Professional Syllabus

CS Professional Syllabus and Exam Pattern 2020

ICSI CS Professional SyllabusThe Institute of Company Secretaries of India (ICSI) has issued the syllabus of CS professional exam 2020. The syllabus includes all the detailed topics of the subjects of CS professional 2020. The last attempt of CS professional old syllabus 2020 will be in June 2020, after that all the students will have to compulsorily switch to the new syllabus of CS professional 2020. 

In this article the exam pattern is defined as per the CS professional 2020 syllabus, the subject- wise marks distribution is listed in detail, and all the topics of both old and new syllabus of CS professional 2020 are covered. To know the complete detail of new and old syllabus of CS professional 2020 as per ICSI read the complete article given below.

CS Professional Syllabus and Exam Pattern 2020

CS professional exam has a total of three modules and nine subjects in the syllabus of CS professional 2020. The ninth paper of both old and new syllabus of CS professional 2020 is elective, as per old syllabus there is a choice of five subjects, and as per new syllabus, there is a choice of eight subjects.

The students preparing for the exam of CS professional level are advised to prepare as per the syllabus of CS professional 2020. The institute has also provided the complete syllabus of CS professional 2020 on the official website of ICSI.

CS Professional 2020 – List of Papers

Before getting into CS Professional syllabus candidates can check the list of papers in both old and new versions.

CS Professional Subjects 2019 – Old Syllabus

CS Professional Subjects 2019 – New Syllabus

Module 1

Paper 1- Advanced Company Law and Practice

Paper 1- Governance, Risk Management, Compliances and Ethics

Paper 2- Secretarial Audit, Compliance Management and Due Diligence

Paper 2- Advanced Tax Laws

Paper 3- Corporate Restructuring, Valuation and Insolvency

Paper 3- Drafting, Pleadings and Appearances

Module 2

Paper 4- Information Technology and Systems Audit

Paper 4- Secretarial Audit, Compliance Management and Due Diligence

Paper 5- Financial, Treasury and Forex Management

Paper 5-Corporate Restructuring, Insolvency, Liquidation & Winding-up

Paper 6- Ethics, Governance and Sustainability

Paper 6- Resolution of Corporate Disputes, Non-Compliances & Remedies

Module 3

Paper 7- Advanced Tax Laws and Practice

Paper 7- Corporate Funding & Listings in Stock Exchanges

Paper 8- Drafting, Appearances and Pleadings

Paper 8- Multidisciplinary Case Studies (open book exam)

Paper 9- Five Elective Papers

  • 9.1- Banking Law and Practice

  • 9.2- Capital, Commodity and Money Market

  • 9.3- Insurance Law and Practice

  • 9.4- Intellectual Property Rights – Law and Practice

  • 9.5- International Business-Laws and Practices

Paper 9- Eight Elective Papers (open book exam)

  • 9.1- Banking – Law & Practice

  • 9.2- Insurance– Law & Practice

  • 9.3- Intellectual Property Rights– Laws and Practices

  • 9.4- Forensic Audit

  • 9.5- Direct Tax Law & Practice

  • 9.6- Labour Laws & Practice

  • 9.7- Valuations & Business Modelling

  • 9.8- Insolvency – Law and Practice

Company secretary Professional syllabus 2020 – New

The exam authorities introduced the new syllabus of CS Professional exams in 2017 through notification number 1 of 2018. This syllabus was first followed for the June 2019 exam. The new CS Professional syllabus has 8 subjects to choose from for the elective paper. Candidates can check all the topics included in CS Professional syllabus (new) in the table below.

CS Professional New Syllabus

Paper Name


Governance, Risk Management, Compliances and Ethics

Part I: Governance

Parameters of Better Governed Companies

Monitoring of group entities and subsidiaries

Board Effectiveness

Conceptual Framework of Corporate Governance

Board Committees

Corporate Governance and other Stakeholders

Corporate Governance Forums

Board Processes through Secretarial Standards

Family Enterprise and Corporate Governance

Vigil Mechanism/Whistle blower

Corporate Policies & Disclosures

Dealing with Investor Associations, Proxy Services Firms and Institutional Investors

Performance Evaluation of Board and Management

Accounting and Audit related issues

Related Party Transactions

Directors’ Training, Development and familiarization

Governance and Compliance Risk

Role of promoter/controlling shareholder, redressal against Oppression and Mismanagement

Corporate Governance and Shareholders’ Rights

Legislative Framework of Corporate Governance in India

Part II: Risk Management

Risk Identification, Mitigation and Audit

Part III: Compliance

Internal Control


Compliance Management

Website Management

Part IV: Ethics & Sustainability


Ethics & Business

Indian and contemporary Laws relating to Anti-bribery

Models / Approaches to measure Business Sustainability

Advanced Tax Laws

Indirect Taxes: Part I: GST and Customs Laws


An Overview on Goods and Services Tax ‘GST’

Procedural Compliance under GST

Integrated Goods and Service Tax (IGST)

Inspection, search, seizure, offenses & penalties

Industry/ Sector Specific Analysis

GST Compensation to States

Union Territory Goods and Service tax (UTGST)

Input Tax Credit & Computation of GST Liability

Compliance rating, anti-profiteering, GST practitioners, authorized representative, professional opportunities

Demand and Recovery, Advance Ruling, Appeals and Revision

Customs Law

Advance Ruling, Settlement Commission, Appellate Procedure, Offenses and Penalties: Advance Ruling; Appeal and Revision; Offenses and Penalties; Prosecution; Settlement of Cases

Foreign Trade Policy (FTP) to the extent relevant to Indirect tax

Basic Concepts of Customs Law

Valuation & Assessment of Imported and Export Goods & Procedural Aspects

Arrival or Departure and Clearance of Goods, Warehousing, Duty Drawback, Baggage and Miscellaneous Provisions

Direct Tax & International Taxation

Tax Treaties

Income Tax Implication on specified transactions

General Anti Avoidance Rules ‘GAAR’

Corporate Tax Planning & Tax Management

Basics of International Taxation

Taxation of Companies, LLP and Non-resident

Drafting, Pleadings and Appearances

Appearances & Art of Advocacy

Drafting and Conveyancing relating to Various Deeds and Agreements

General Principles of Drafting and relevant Substantive Rules

Judicial & Administrative framework


Drafting of agreements, documents and deeds

Art of Writing Opinions

Secretarial Practices & Drafting

Secretarial Audit, Compliance Management and Due Diligence

Part I: Compliance Management



Signing and Certification

Compliance Framework

Segment-wise Role of Company Secretaries

Search and Status Report

Documentation & maintenance of record

Part II: Secretarial Audit & Due Diligence


Audit Engagement

Internal Audit & Performance Audit

Secretarial Audit – Fraud detection & Reporting

Values Ethics and Professional Conduct

Due Diligence

Secretarial Audit

Audit Process and Documentation

Concepts and Principles of Other Audits

Forming an Opinion & Reporting

Quality Review

Audit Principles and Techniques

Corporate Restructuring, Insolvency, Liquidation & Winding-up

Part I: Corporate Restructuring

Accounting in Corporate Restructuring—Concept and Accounting Treatment

Planning & Strategy

Regulatory approvals of scheme

Acquisition of Company/ Business

Process of M&A transactions

Taxation & Stamp Duty aspects of Corporate Restructuring

Types of Corporate Restructuring

Fast Track Mergers : Small companies, Holding and wholly owned companies

Cross Border Mergers

Valuation of Business and Assets for Corporate Restructuring

Appearance before NCLT / NCLAT

Competition Act

Documentation–Merger & Amalgamation

Part II: Insolvency & Liquidation


Role, Functions and Duties of IP/ IRP/ RP

Convening and Conduct of Meetings of Committee of Creditors

Fresh Start Process

Debt Recovery & SARFAESI

Voluntary Liquidation

Individual/ Firm Insolvency

Petition for Corporate Insolvency Resolution Process

Liquidation on or after failing of RP

Winding-up by Tribunal under the Companies Act, 2013

Preparation & Approval of Resolution Plan

Cross Border Insolvency

Resolution Strategies

Resolution of Corporate Disputes,Non-Compliances & Remedies

Fines, Penalties and Punishments under various laws

Defaults, Adjudication, prosecutions and penalties under the Companies Act, Securities Laws, FEMA, COFEPOSA, Money Laundering, Competition Act, Labour Laws & Tax Laws

Fraud under Companies Act and IPC

Corporate Disputes

Shareholders’ Democracy & Rights

Crisis management, Professional Liability, D&O Policy & other Risk and liability mitigation approaches

Relief and Remedies

Civil and Criminal Trial Procedure and Process

Regulatory Action

Misrepresentation & Malpractices

Corporate Funding & Listings in Stock Exchanges

Part-A: Corporate Funding

Indian equity- Non Fund based

Indian Equity- Private funding

Indian Equity- Public Funding

Foreign Funding – Instruments & Institutions

Debt Funding – Indian Fund Based

Debt Funding – Indian Non fund Based


Other Borrowings Tools

Non-Convertible Instruments- Non-Convertible Redeemable Preference Shares (NCRPs) etc

Part B: Listing

Various Procedural requirements for issue of securities and Listing

International Listing

Documentation & Compliances

Preparing a Company for an IPO and Governance requirements thereafter, Appraising the Board and other functions in the organizations regarding the Post IPO/Listing Governance changes

Listing–Indian Stock Exchanges

Multidisciplinary Case Studies

Competition Law

Interpretation of Law

FEMA and other Economic and Business Legislations

Corporate Laws including Company Law

Business Strategy and Management

Governance Issues

Securities Laws

Insolvency Law

Elective Papers

Banking – Law & Practice

Case Laws on Responsibility of Collecting Bank

Payment and Collection of Exchequers and Other Negotiable Instruments


Final Accounts of Banking Companies

Regulatory Framework of Banks

Consumer Protection

Control over Organization of Banks

Various Government Schemes

Overview of Indian Banking System

Foreign Exchange Arithmetic

Case Laws on Responsibility of Paying Bank

Regulation of Banking Business

Calculation of Interest and Annuities

IT in Banking

Non Performing Assets

Banking operations

Calculation of YTM

Securities for Banker’s Loans

Loans and Advances

Risk Management in Banks and Basel Accords

Insurance – Law & Practice

Liability Insurance

Applications of Life Insurance

Concept of Insurance

Aviation Insurance

Life Insurance – Finance

Life Insurance – Underwriting

Life Insurance – Practices

Regulatory Framework of Insurance Business in India

Fire & Consequential Loss Insurance

General Insurance – Practices and Procedures

Corporate Governance for Insurance Companies

Health Insurance

Risk Management

Marine Insurance

Motor Insurance

Agricultural Insurance

Intellectual Property Rights: Laws and Practices



Recent Developments in Patent System

Indian Patent Law

Types of Intellectual Property- Origin and Development- An Overview

Protection of Trade Secrets

Role of International Institutions

Layout- Designs of Integrated Circuits

Case Laws, Case Studies and Practical Aspects


Process for Examination of Patent Application

Industrial Designs

The Protection of Plant Varieties and Farmers’ Rights

Key Business Concerns in Commercializing Intellectual Property Rights


Preparation of Patent Documents

Geographical Indications

Patent Infringement

Patent Databases & Patent Information System

Forensic Audit


Forensic Audit : Laws and Regulations

Case Laws, Case Studies and Practical Aspects

Audit and Investigations

Fraud and Audit

Forensic Audit and Indian Evidence Law

Cyber Forensics

Direct Tax Laws & Practice

An Overview of Income Tax Act, 1961

Computation of Total Income and Tax Liability

Tax Planning & Tax Management

Computation of Income – Profits and Gains from Business and Profession

Recent Case Laws

International Taxation – An Overview

TDS/TCS, Returns, Refund & Recovery

Computation of Income under the head of Salary

Computation of Income from Other Sources

Computation of Income under the head of Capital Gains

Exemptions/Deduction, Clubbing provisions, Set Off and/or Carry Forward of Losses, Rebate and Relief

Computation of Income under the head of House Property

Labour Laws & Practice

Labour Codes

International Labour Organization

Law of Industrial Relations

Social Security Legislations

Industrial and Labour Laws Audit covering the above Acts and other Industry Specific Acts

The Labour Laws (Simplification of Procedure for Furnishing Returns and Maintaining Registers by Certain Establishments) Act, 1988

Constitution and Labour Laws

Law of Wages

Law of Welfare & Working Condition

Valuations & Business Modeling

Part I: Valuations

Overview of Business Valuation

Steps to establish the Business Worth

Valuation of various magnitudes of Business Organizations

Accounting for share based payment (Ind AS102)

Valuation during Mergers & Acquisitions

Purpose of Valuation

Valuation of Business during Distressed Sale

Valuation guidance resources in India

Business Valuation Methods

Valuation of Tangibles

International Valuation Standards Overview

Valuation of Intangibles

Part- II: Business Modeling

Introduction to Business Modeling

Fast Track Corporation Insolvency Resolution Process

Insolvency – Law and Practice

Insolvency – Concepts and Evolution

Introduction to Insolvency and Bankruptcy Code

Cross Border Insolvency

Business Model Analysis: Facets of Analysis

Winding-Up by Tribunal

Bankruptcy Order for Individuals and Partnership firms

Resolution Strategies

Insolvency Resolution of Individual and Partnership Firms

Corporate Insolvency Resolution Process

Professional and Ethical Practices for Insolvency Practitioners

Voluntary Liquidation of Companies

Debt Recovery and Securitization

Insolvency Resolution of Corporate Persons

Bankruptcy for Individuals and Partnership Firms

Fresh Start Process

Adjudication and Appeals for Corporate Persons

Liquidation of Corporate Person

CS Professional Syllabus 2020 – Old

The authorities issued the old CS Professional syllabus in 2013 (Notification No. 2 of 2013). Elective papers were first introduced along with this syllabus. CS Professional 2020 June session will be the last time when the old syllabus will be followed. There are five elective subjects as per the old syllabus of CS Professional. Check the detailed CS Professional syllabus below.

CS Professional Old Syllabus



Module 1

Paper 1- Advanced Company Law and Practice

Company Formation and Conversion

Procedure for Alteration of Memorandum and Articles

Procedure for Issue of Securities

Part A- Shares

Part B- Debt Instruments

Procedure relating to Membership, Transfer and Transmission

Directors and Managerial Personnel



Distribution of Profit

Procedure relating to Charges

Procedure relating to Inter-Corporate Loans, Investments, Guarantees and Security

Preparation & Presentation of Reports

E- Filing

Striking off Names of Companies

Recent Trends and Developments in Company Law

Trusts and Non-Profit Organisation

Paper 2- Secretarial Audit, Compliance Management and Due Diligence

Part A- Secretarial Audit

Secretarial Standards

Secretarial Audit

Part B- Due Diligence and Compliance Management

Checklist for Secretarial Audit

Issue of Securities

Depository Receipts Due Diligence

Merger & Acquisition (M&A) Due Diligence

Competition Law Due Diligence

Legal Due Diligence

Due Diligence for Banks

Environmental Due Diligence

Search and Status Reports

Compliance Management

Paper 3- Corporate Restructuring, Valuation and Insolvency

Part A- Corporate Restructuring

Introduction and Concepts

Merger and Amalgamation

Corporate Demerger and Reverse Merger


Funding of Merger and Takeover

Financial Restructuring

Post Merger Reorganization

Case Studies

Part B- Valuation


Valuation Techniques

Regulatory and Taxation Aspects

Valuations for Different Strategies

Part C- Insolvency


Revival, Rehabilitation and Restructuring of Sick Companies

Securitization and Debt Recovery

Winding Up

Cross Border Insolvency

Module 2

Paper 4- Information Technology and Systems Audit

Information Technology Law

Information Systems

Computer Hardware – An Overview

Computer Software – An Overview

Database Management

Programming – An overview

Internet and Other Technologies

Management Information Systems – An Overview

Enterprise Resource Management

E-Governance in India

Systems Audit – An Overview

Paper 5- Financial, Treasury and Forex Management

Nature and Scope of Financial Management

Capital Budgeting

Capital Structure

Cost of Capital

Financial Services

Project Finance

Dividend Policy

Working Capital

Security Analysis and Portfolio Management

Derivatives and Commodity Exchanges- An Overview

Treasury Management

Forex Management

Practical Problems and Case Studies

Paper 6- Ethics, Governance and Sustainability

Part A: Ethics and Governance


Ethical Principles in Business

Conceptual Framework of Corporate Governance

Board Effectiveness – Issues and Challenges

Board Committees

Legislative Framework of Corporate Governance in India

Legislative Framework of Corporate Governance – An International Perspective

Risk Management and Internal Control

Corporate Governance and Shareholder Rights

Corporate Governance and Other Stakeholders

Corporate Governance Forums

Part B: Sustainability


Corporate Sustainability Reporting Frameworks

Legal Framework, Conventions, Treaties on Environmental and Social Aspects

Principle of Absolute Liability – Case Studies

Contemporary Developments – Integrated Reporting

Module 3

Paper 7- Advanced Tax Laws and Practice

Part A: Direct Tax Management

Chapter 1: Taxation of Individual Entities, Partnership, LLP, Companies

Chapter 2: International Taxation Covering Taxation of Non Resident Entities, Advance Ruling, Transfer Pricing, Direct tax Avoidance Agreement.

Chapter 3: Case studies and Practical Problems covering Advance Tax Planning relating to Companies and Business Entities.

Part B: Central Excise, Customs, VAT and Service Tax


Central Excise Laws

Customs Laws

Promissory Estoppel in Fiscal Laws

Tax Planning and Management

Goods and Service Tax

Paper 8- Drafting, Appearances and Pleadings

General Principles of Drafting and Relevant Substantive Rules

Drafting and Conveyancing relating to Various Deeds and Agreements

Drafting of Agreements under the Companies Act



Compounding of Offences

Practical Exercises

Paper 9- Elective Papers

Paper 9.1- Banking law and Practice

Overview of Banking System

Regulatory Framework and Compliances

Legal Aspects of Banking Operations

Banking Related Laws

Banker – Customer Relations

Loans and Advances

Securities for Banker’s Loans

Financial Analysis of Banks

Financial System Contemporary and Emerging Issues: An Overview

International Banking Management

Electronic Banking and IT in Banks

Risk Management in Banks

Ethics and Corporate Governance in Banks

Paper 9.2- Capital, Commodity and Money Market

Economic Framework

Legal Framework

Financial Intermediaries Framework

Primary Markets

Secondary Markets

Capital Market Investment Institutions

Capital Market Instruments

Resource Mobilization through International Markets

Landmark Studies and Report of Committees on Capital Markets

Economics of Commodities Marketing

Commodities Market Operations

Introduction to Money Market

Paper 9.3- Insurance- Law and Practice

Understanding and Managing Risk

General Principles and Concepts of Insurance

Insurance Contract and Indian Market Conditions

Regulatory Environment – Specific Legislations

Regulatory Environment – General

International Regulatory Framework

Life Insurance – Practices, Procedures

Life Insurance & Pension Products

General Insurance – Practices and Procedures – Focus Underwriting

General Insurance – Practices and Procedures – Focus Claims

General Insurance Products

Ethics and Corporate Governance Framework for Insurance Companies

Paper 9.4- Intellectual Property Rights- Law and Practice



Patent Databases & Patent Information System

Preparation of Patent Documents

Process for Examination of Patent Application

Patent Infringement

Recent Developments in Patent System



Industrial Designs

Geographical Indications

Protection of Trade Secrets

Key Business Concerns in Commercializing Intellectual Property Rights

Management and Valuation of Intellectual Property

Recent Trends and Development

Paper 9.5- International Business- Laws and Practice


International Business Environment

Mult-National Enterprises (MNEs) and Foreign Direct Investment (FDI)

Foreign Trade Policy and Procedures

International Trade and Regional Economic Integration

Institutional Environment

Anti-Dumping Duties

Subsidies and Countervailing Duties

Foreign Collaborations and Joint Ventures

Strategic Alliances

Logistics Management

CS Professional Exam Pattern 2020

Candidates must check the exam pattern along with CS Professional syllabus 2020. CS Professional exam pattern is the scheme of the exam. It includes the number of papers, number of questions in each paper, mode and medium of the papers, time duration, marking scheme, etc. Candidates can check the detailed exam pattern in the table below.

CS Professional Exam Pattern

Medium of Exam

English and Hindi

Mode of Exam

Pen and paper based

Type of Questions

Descriptive answer questions

(Paper 8 and 9 under CS Professional new syllabus 2019 are open book exams)

Number of Questions

50 per paper

Number of CS Professional Subjects/ Papers


Duration of Exam

3 hours

Marking Scheme

2 marks for each correct answer

No negative marking

We have covered a detailed guide on Study Plan for ICSI CS Professional Syllabus and Exam Pattern 2020. If you have any questions related to the CS Exam, feel free to ask us in the comment section below.

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