2-YEAR M.A. (CORPORATE LAW)

(offered in association with Eastern Book Company)

 

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 V: 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