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"Only This Much"
FOR COMPANY SECRETARY PROFESSIONAL PROGRAM
Author(s)	: A.N.S. VIJAY, Divya Mittal, Venkatraman, R. Anand, R. Ashwin Kumar
ISBN	: 978-93-80502-08-3
Format	: Paper Back
Edition	: i Edition
Price	: INR 595.00 US$ 17.00
	The immense success of the Second Edition of Only This Much for CS Executive Program (3-in-1 book) has prompted us to come out with a sequel for Professional Program (6-in-1 book). Our concerted effort has been to enable students and readers to be successful in their endeavour in learning and comprehending the subject with ease. Your appreciation is highly valued and we have the pleasure of introducing the CS Professional Program version of ONLY THIS MUCH. We have presented Only This Much in a pictorial manner with a reader friendly representation of provisions of law to facilitate repeated reading. We have also maintained the friendly icon - "line" to help you with your reviews and study and our guiding principle that "NOTHING SHOULD BE READ, UNLESS OTHERWISE IT'S INTERESTING!"<br/><br/> Only This Much for Corporate Restructuring and Insolvency: It deals with the Legal, Procedural, Taxation, Accounting and Valuation aspects of Mergers, Demergers, Amalgamations, Compromises, Arrangements, Reconstruction, Sick Industries, SARFAESI, Debt Recovery and Winding up. Contents: Part I: Corporate Restructuring Insolvency (70 MARKS) . Corporate Restructuring . Sections of Companies Act . Procedural Aspects.Takeovers . Regulations, 1997 [Takeover Code]* Demerger, Hiving off & Slump Sale. Accounting & Taxation Aspects . Valuation of Shares, Business & Brands & Practical Problems . Fund Raising Options . Reduction & Variation. Buy Back of Securities . Case Laws & Miscellaneous Concepts Part II: Insolvency (30 MARKS): . SARFAESI, DRT & Others (Securitisation) . Sick Industrial Companies (Special Provisions) Act [SICA], 1985 & NCLT Provisions . Corporate Insolvency/Winding Up . Cross Border Insolvency Only This Much for Strategic Management, Alliances and International Trade: It enunciates the concepts in Management Information Systems and Control with ways of inbound & outbound investments, World Trade Organisation (WTO) rounds & concepts and Regional Trade Agreements. Contents: Part A: Strategic Management (40 MARKS) . Nature & Scope of Strategic Management . Environmental Scanning & Internal Appraisal Analysis . Planning & Formulation . Implementation & Control . Performance Evaluation . Risk Management . Management Information Systems . Internal Control System . Part B: Strategic Alliances (20 MARkS) . Strategic Alliances . Legal Aspects of FDI, ODI & Agreements . Part C: International Trade (40 MARkS) . International Trade & Treaties . GATT Rounds & WTO Ministerials . GATT - Goods . TRIMS - Trade Related Investment Measures . GATS - General Agreement on Trade in Services . TRIPS - Trade Related Intellectual Property Rights . Duties, Investigation, Recommendation & Collection . Dispute Settlement Mechanism (DSM) . Regional Trade Agreement (RTA) Only This Much for Drafting, Appearances and Pleadings: It contains the provisions and aspects of various laws with specific reference to the deeds as required under it along with Deed Samples in simple formats. It also contains Civil Procedure Code provisions regarding Pleadings, Writs, Compounding & Consent orders. Contents: Laws Governing Drafting, Appearances & Pleading . General Principles of Drafting . Deed Sample with Sale Deed Provisions . Deed of Mortgages, Charges, Hypothecations, Leases & Licenses . Hire Purchase & Trade Related Agreements . Foreign Collaboration & Outsourcing Agreement . Arbitration . Guarantees & Service Agreement . Deeds Drawn in First Person . Partnership Deeds. Instrument of Trust & Gift Deeds . Assignment Under Intellectual Property Laws & Debts . Drafting of Agreements Under Companies Act [Refer Company Secretarial Practice & Corporate Restructuring] . Appearances & Pleadings . Composition of Offences . Competition Act, 2002 Only This Much for Company Secretarial Practice: The Company Law is approached in a way to understand what type of resolution is required at what type of meeting and what form to be filed with what attachments??? It focuses on the compliances, non-compliances, sample formats and procedures of Company Law, Insider Trading. Contents: MCA - 21. Important Concepts . General & Board Meeting . General Meeting Resolution . Resolutions by Postal Ballot [Section 192A] . Common Points to be considered while drafting Minutes of Board & General Meeting . Board Meeting Resolution . Application to Central Government . Security in Connection with Loan to Director . Other Aspects and General Meeting . Other Aspects and Board Meetings . Directors & Officers (D&O) Liability Insurance . Group Rights, Signatory and Registers . Signatures Under Companies Act . Registers & Inspection Under Companies Act . Company Law Board (CLB) . Insider Trading . Highlights of Limited Liability Partnership . Higlights of Companies Bill, 2009. Higlights of Global Developments In Company Law Only This Much for Due Diligence and Corporate Compliance Management: Updated with ICDR Regulations (which has replaced DIP guidelines) for public issue of equity & convertibles gives the concepts and provisions in an understandable manner. Further, it deals with listing & delisting of equity, debt, ADR/GDR, IDR, Compliance and Secretarial Audits. Contents: Due Diligence . Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements - ICDR) Regulations, 2009 [deals with Due Diligence of Equity & Convertible Issues] . Listing Agreement & Disclosures . Delisting of Equity . Debt Issue & Listing Agreement . Audit of Depositories . Issue of Depository Receipts . Indian Depository Receipts [IDR] . Corporate Compliance Management . Compliance Management . Compliance Certificate . Secretarial Audit . Compliance with the Convenants Imposed Under the Loan Agreement Entered into with the Financial Institution(s) . Share Transfer Audit . Search / Status Report Only This Much for Corporate Governance, Business Ethics and Sustainability: With an insight to Satyam scandal, the subject deals with the development of Corporate Governance norms in India & Abroad with provisions of SoX Act. Then, it deals with Business ethics and the new sustainability initiatives such as Carbon Credits and the principles of absolute liability of the polluters. Contents: Part A: Corporate Governance [50 MARkS] . Introduction - Corporate Governance . Issues & Challenges of an Effective Board . Corporate Governance Committees & Codes in India . Corporate Governance in India [Clause 49 of Listing Agreement]. International Corporate Governance . Sarbanes Oxley Act, 2002 [SoX] . Corporate Social Responsbility (CSR) . Investor Protection & Corporate Communication . Part B: Business Ethics [30 MARkS] . Business Ethics . Part C: Sustainability [20 MARKS] . Sustainability . Conventions, Protocols & Treaties on Environment, Health, Safety & Social Security Issues . Policies & Praxis . Principles of Absolute Liability . Abbreviations A.N.S. VIJAY a practicing professional, is known for his will to experiment with anything new and out of the ordinary. He is the author and originator of the concept of Only This Much! He is currently attached with Law Labz Consultancy (P) Ltd, an organization providing 3600 corporate and secretarial solutions. Spice and change are essential in his life and these define his character. He blogs at http://yehseeyes.blogspot.com. DIVYA MITTAL, one of the youngest practicing professionals at Chennai. This young professional is bold and independent and has a strong personality. She has handled the overall coordination and compilation of the book. She is currently attached to Law Labz Consultancy (P) Ltd. VENkATRAMAN, a Company Secretary with a practical and innovative bent of mind. He is a staunch advocate of Alternative Dispute Resolution methods. Perfection, Challenges and an insatiable thirst for knowledge are few of his traits. He has handled the overall content editing and proof editing of Only This Much. Guest Editors R. ANAND, a professional who is currently working in SEBI. He was a gold medalist in December 2006 final examination (conducted by the ICSI). He has valuably contributed by aligning this compilation to the legal content and context. R. Ashwin kumar, a professional leaves no stone unturned while grappling with day to day challenges. His questioning perspective and inquisitive approach have been cashed on for this book.
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New**	"Only This Much"
	FOR COMPANY SECRETARY EXECUTIVE PROGRAM
	Author(s)	: A.N.S. VIJAY, Divya Mittal, Venkatraman, R. Anand
	ISBN	: 978-81-87966-89-0
	Format	: Paper Back
	Edition	: ii Edition
	Price	: INR 425.00 US$ 12.00
		The first of its kind book which is as determined as the laws it contains to make learning an interesting experience. The objective of ‘Only This Much’ is to facilitate the readers with the concept of repeated learning, which is a must for any law subject. It is made as a 3-in-1 book covering a full module of Company Secretary Executive Program exams. The book has introduced a new way of approach to learning viz, icons, which will motivate readers at appropriate places by enabling them to put more concentration & seriousness towards specific topic. It has incorporated diagrams at appropriate places with techniques to remember the provisions. So, there should be only this much & this is all about THAT MUCH. Keep reading…again, again & again. Only This Much on Economic & Labour Law covers this subject as 60 marks for Economic Laws & 40 marks for Labour Laws. The Index given for this subject is very detailed and gives one an idea of the Name of the Acts along with the Years which is much classified in nature. Thus, the book has followed an Act-wise approach for this subject, which will enable the readers to grasp the provisions easily. Every chapter under this book starts with few important definitions followed by the concepts ending with a summary of things learnt. Capital letters, bold letters, etc… are used at appropriate places to invite reader’s attention about the flow of the topic and importance of the words which is in addition to the icons used. Under these laws, OTM has used so many charts. With regard to the Labour laws, OTM’s approach is definitions, provisions & cases for every chapter, thus enabling an exam-concentrated study. Contents: Part A - Economic Laws • Industry Related Laws • Industries (Development & Regulation) Act, 1991[IDRA]• The Micro, Small And Medium Enterprises Development Act, 2006 [MSMED] • Export Promotion Schemes • Special Economic Zone (SEz) U/SEZ Act, 2005 • Export Oriented Units (EoU) • Foreign Trade Policy [FTP] 2004-09 • Competition, MRTP and Consumer Laws • The Competition Act, 2002 • The Monopolies Restrictive Trade Practices Act, 1969 [MRTP] • Consumer Protection Act, 1986 • Foreign Transaction Laws • Foreign Exchange Management Act, 1999 [FEMA] • Foreign Contribution (Regulation) Act, 1976 [FCRA] • Environmental Legislations • Environmental (Protection) Act, 1986 • Air (Prevention & Control of Pollution) Act, 1981• Water (Prevention & Control of Pollution) Act, 1974 • Public Liability Insurance Act, 1991 • National Environment Tribunal Act, 1995 • National Environment Appellate Authority Act, 1997 • Intellectual Property Laws • Patents Act, 1970 • Designs Act, 2000 • Trade Marks Act, 1999 [TM] • Copyright Act, 1957 • Geographical Indication of Goods Act,1999 • Other laws • Prevention of Money Laundering Act, 2002 • Essential Commodities Act, 1955 • Standards of Weights & Measures Act, 1976 • Standards of Weights and Measures (Packaged Commodities) Rules, 1977 • Part B – Labour Laws • Labour Legislations • The Minimum Wages Act, 1948 • Payment of Bonus Act, 1965 • Payment of Gratuity Act, 1972 • Employees Provident Funds & Miscellaneous Provisions Act, 1952 • Employees State Insurance Act, 1948 • Workmen’s Compensation Act, 1923 • Contract Labour (Regulation And Abolition) Act, 1970 • Industrial Disputes Act, 1947 • Industrial Employment (Standing Orders) Act, 1946 • Factories Act, 1948 • Abbreviations. Only This Much on Securities Law & Compliances OTM covers this subject as 60 marks for Securities Law & 40 marks for Compliances. The index for this subject will enable one to understand that there are only two major laws governing securities market in India in addition to Depositories Act and provisions of the Company law. Then it proceeds to the aspects of important clauses of Listing Agreement with Corporate Governance provisions in detail. OTM has classified most of the chapters of Securities Law under the head ‘Intermediaries’, the term which is vividly defined in the first chapter under this head. Then it covers few other important topics including buy back for various types of companies. The special attraction of OTM lies in the chapter ‘SEBI (DIP) Guidelines’ dealing with Public Issue of Securities, which forms most of the part of Compliances portions, which is made up-to-date in the most interesting way possible. Thereafter, OTM deals with International Capital Market issues, Indian Depository Receipts (IDR), investor protection measures of SEBI and ends with various practical solutions. Contents: Part A – Securities LawIntroduction to Securities Market • Securities & Exchange Board of India (SEBI) Act, 1992 • Securities Contract Regulation) Act, 1956 & 1957 [SCRR] • Stock Exchanges • Stock Exchanges • Listing Agreement & its clauses • Corporate Governance • Intermediaries • SEBI (Intermediaries) Regulations, 2008 • SEBI (Self Regulatory Organisation) Regulations, 2004 • Depositories Act, 1996 • Credit Rating • Mutual Funds • SEBI (Mutual Fund) Regulations, 1996 • Collective Investment Schemes (CIS) • Venture Capital Funds (VCF) • Foreign Venture Capital Investors (FVCI) • Others • Buy Back of Securities • Captial Market Instruments • Money Market • Part B – Compliances • Public Issue of Securities • SEBI [Disclosure & Investor Protection (DIP)] Guidelines, 2000 • Rights Issue • Bonus Shares • Preferential Issue • Qualified Institutional Placement (QIP) by Listed Company • Employees Stock Option • Delisting of Securities • Debt Markets • SEBI (Issue & Listing of Debt Securities) Regulations, 2008 • SEBI (Public Offer & Listing of Securitised Debt Instruments) Regulations, 2008 • International Capital Market • Foreign Currency Convertible Bond [FCCB] • American Depository Receipts & Global Depository Receipts [ADR / GDR] • Foreign Currency Exchangeable Bond [FCEB] • External Commercial Borrowings [ECB] • Indian Depository Receipts [IDR] • Others • Investor Protection • SEBI (Prohibition of Fraudulent & Unfair Trade Practices [UTP] • Relating to Securities Market) Regulations, 2003 • SEBI (Ombudsman) Regulations, 2003 •SEBI (Informal Guidance) Scheme, 2003 • Important concepts • Problems & Solutions • Abbreviations. Only This Much for Company Law OTM covers this subject in a way which will kindle the interests of the readers as most of the diagrams fall under this subject. With a reasoning of ‘Why a Company’, it starts and goes on explaining the concept of electronic filing and proceeds with formation of a company. It also gives the various e-forms to be filed for the purpose of memorizing. Once the company is formed, it enables the readers to understand the provisions of various types of instruments issued by the company and its relevant provisions. OTM deals with Shareholders aspects in detail and ends with Corporate Restructuring measures. The portion hitherto covers the second level of Chartered Accountant exams and the portion hereafter covers the third level of Chartered Accountant exams. The best part of Company Law falls under the head Directors where all the permissions & approvals required are dealt in the most interesting way to understand, appreciate & remember. Then, it proceeds with provisions regarding Company Secretaries, Auditors, etc…and ends up with restructuring & closing down provisions. Interestingly, the company law has a special section called ‘Annexures’ which picks out all the confusing aspects (including signatures, group rights, registers & case laws) in the law and enable the readers to understand it better. Contents: Company Law • Basics, Principles & Procedures • Why a Company? • The Companies Act, 1956 • Doctrines • MCA – 21 • Incorporating a Company • Amendments of Condition – MoA & AoA • Shares-related • Shares & Members • Redeemable Preference Shares • Issue of Sweat Equity Shares • Tpyes of issue of shares• Issue of Debentures • Share Certificate • Transfer of Shares • Prospectus & Allotment • Public Deposits • Charges • Shareholder-related • General Meetings • Dividends • Investor Education & Protection Fund • Corporate Restructuring [Reduction & Variation] • Other Forms of Capital Restructuring [Buy Back] • Directors-related • Directors • Loan to Director, & Guarantee, Security, etc [Sec 295] • Contracts in which directors are interested [Sec 297 & 299] • Office or Place of Profit [Sec 314] • Intercorporate Loans & Investments [Sec 372A] • Board Meeting • Restriction on powers of board directors • Directors Report • Managerial Personnel • Secretary-ralated • Company Secretary • Compliance Certificate • Sole Selling / Buying Agents (SSA) • Political Contribution • Accounts-related • Accounts & Audit • Investigation • Rights, Restructuring & Closing down • Oppression & Mismangement • Compromise & Arrangements • Winding Up • Compounding • Annexures • Group rights under Companies Act • Signatures under Companies Act • Register and Inspection under Companies Act • Company Cases • Abbreviations. ANS VIJAY, the author and originator of the concept of Only This Much, young and dynamic person hailing from Sivakasi, a successful blogger at http://vehseeves. blogspot.com, currently attached with Law Labz Consultancy P Ltd an organization providing 360o corporate and secretarial solutions. R. ANAND, a professional who is currently working in SEBI. He was a gold medalist in December 2006 final examination (conducted by the ICSI). He has valuably contributed by aligning this compilation to the legal content and context. DIVYA MITTAL, one of the practicing professional from Chennai, who has secured highest marks in Advanced Company Law & Practice in December 2007 Final Exam by ICSI. She has co-authored, co-ordinated and compiled Only This Much. Venkatraman, a budding professional who is currently handing the Secretarial department of a listed company and its four subsidiaries has co-authored Only This Much and has been responsible for the overall content editing and proof editing.
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The concept of 'ONLY THIS MUCH' (OTM) book for Company Secretary Exams has been created by a team of young professionals with an aim that students, in their quest to become professionals should grasp the important and finer points of the subjects and to facilitate easy and repeated reading.

Only This Much for Company Secretary Executive Program (OTM CS EP) covers the following subjects in Module II:

. Economic & Labour Laws
. Securities Laws & Compliances
. Company Law

Only This Much for Company Secretary Professional Program (OTM CS PP)covers the following subjects in Module I, II, II and IV:

. Corporate Restructuring and Insolvency
. Strategic Management, Alliances and International Trade (WTO)
. Drafting, Appearances and Pleadings . Company Secretarial Practice
. Due Diligence and Corporate Compliance Management
. Corporate Governance, Business Ethics and Sustainability

OTM is an attempt to change your learning experience in a manner which is both appealing and comprehensible.
It is built on the philosophy that "Nothing should be read, unless otherwise it's interesting".

We have presented OTM in a pictorial manner with a reader friendly representation of provisions of law to facilitate repeated reading.

We have also maintained the friendly icon - "line" to help you with your reviews and study. See the OTM approach below.
You can buy OTM books from Bookstores or Online or Courier or Registered Post or from KW Publishers Pvt Ltd, New Delhi or from C. Sitaraman & Co, Chennai as mentioned below.

We hope you enjoy the book. Keep sending in those tidbits and ideas at onlythismuch@lawlabz.com, as they go a long way in motivating us. .

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Books:-

OTM Approach
This edition of Only This Much brings to you, a refreshing ICONISTIC approach to study. You would find that every chapter is divided in the following manner:
	The Startline - Small step before the giant leap. It gives a brief overview of the chapter. The question mark symbolizes the curiosity and inquisitiveness of a student.
	The Examline - Important from exam point of view. This symbolizes the most important portions to be noted from the examination point of view.
	The Lawline - Have it as it is. This icon symbolizes the legislative aspects. These should be committed to memory.
	The Proceduraline - Step by step. The staircase symbolizes the sequential steps to be followed as a means of Secretarial practice to the law. The students are expected to remember step by step procedure.
	The Caseline - Follow the precedents. The footprints symbolizes following the precedents of a case and marching forward. This highlights the important case laws in the book.
	The Finishline - Been th(o)rough. This icon signifies the conclusion of a chapter and the section provides a brief and succinct review of the chapter. Notes & Hints are also provided at suitable places to guide readers.

Through Registered Post or Courier :-

You can avail the book through Registered Post / Courier following the procedure, as below. It just takes 3-4 days.

1. Through Registered Post, kindly send Demand Draft (DD): by adding Rs.35 (Thirty Five Only) to the price.

2. Through Courier, kindly send DD: by adding Rs.115 (Hundred & Fifteen Only) to the price.

3. The said Demand Draft (DD) to be taken in the name of "C. Sitaraman & Co" payable at Chennai.
Send it to:-

                     C. Sitaraman & Co,
                     No. 37, Royapettah High Road,
                     Royapettah,
                     Chennai - 600 014.
                     Ph: 044-28117069 & 28111516.

Pointers:-
Kindly send your full detailed ADDRESS along with DD, where you need the delivery.
Also mention, you like to purchase "Only This Much for CS Executive Program" OR "Only This Much for CS Professional Program".

List of Bookstores

Other Places – can avail the book through Post/Courier following the procedure, as below. It just takes 3-4 days.

Through Registered Post, kindly send Demand Draft (DD): add Rs.35 to the price.
Through Courier, kindly send DD: add Rs.115 to the price.
The said Demand Draft (DD) to be taken in the name of "C. Sitaraman & Co" payable at Chennai. Send it to "C. Sitaraman & Co, 37, Royapettah High Road, Royapettah, Chennai - 600 014. Ph: 044-28117069 & 28111516."

Kindly send your full detailed ADDRESS along with DD, where you need the delivery. Also mention, you like to purchase “Only This Much for CS Executive Program" OR "Only This Much for CS Professional Program"

                    KW Publishers Pvt Ltd                                            KW Publishers Pvt Ltd,
                    No. 4676/21, First Floor,                                          No. 15, Jaya Kay Industrial Estate,
                    Ansari Road, Daryaganj,                                         Linking Road Extn.
                    New Delhi - 110 002.                                              Santa Cruz (W),Mumbai - 400 054.
                    Ph: 011-23263498 & 43528107.                           Ph: 022-26614110 & 26613505
                    Site: http://www.kwpub.in

Book Available:-
Place	Bookstore	Address	Contact
New Delhi-02	KW Publishers	4676/21, First Floor, Ansari Road, Daryaganj	T: +91-11-23263498 / 43528107
Kolkata-13	Modern Book Depot	15-A, JL Nehru Road, Opp. Light House Cinema	Ph: 22490933, 22493102
Kolkata-17	Paragon Enterprise	, Meher Ali Road, 1st Floor	Ph: 22808924, 22808925
Kolkata-25	Seagull Bookstore	31-A, SP Mukherjee Road	Ph. 24765865/69
Ahmedabad	Natraj Book Centre		Ph 079-26588750, 26587930
Chennai-17	TR Publications	A-32, 3rd Floor, Gulmohar Apts, 35, South Usman Road, T Nagar	Ph: 044- 24340765, 24322920
Bangalore-09	Sapna Book House	"The Book Mall ", #3rd Main , Gandhinagar	Ph: 080-40114455
Hyderabad-01	Book Selection Centre	3-5-121/E/1/2, Beside Shalimar Theatre, Ramkote	Ph: 040-23446843
Pune-01	Manney’s	7 Moledina Road, Clower Centre	Ph. 020 26131683, 26054262
Pune	Pragati Book Centre		Ph 020 24458887
Nagpur	Nagpur Popular Book Shop		Ph 0712- 2524278
Kolhapur	Mehta Booksellers		Ph 0231- 2542304
Nashik	Deep Book Centre		Ph 0253-2594498
Baroda	Baroda Book Corporation		Ph 0265-2358736
Guwahati-01	United Publishers	Panbazar Main Road	Ph: 0361 2638434, 2638435
Guwahati-07	M.R. Books	D.D. ShoppinhCentre, A. M. Road (Opp. Apsara Cinema)	Ph 0361 2735612, Mob 09435558102
Dehradun-01	M.R. Books	Natraj Publishers17 Rajpur Road	Ph. 0135 2653382, 2654584
Dehradun-01	Natraj Publishers	Natraj Publishers17 Rajpur Road	Ph. 0135 2653382, 2654584

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