Interested in becoming a Company Secretary? You’re on the right track! The CS Executive Syllabus 2025, released by the Institute of Company Secretaries of India (ICSI), is your roadmap to success. This guide explains what the syllabus includes, how the exam works, and how you can prepare effectively.
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What Is the CS Executive Programme?
The CS Executive is the second stage of the Company Secretary course, after the CSEET (CS Executive Entrance Test). It builds your understanding of business laws, taxation, governance, and finance. The CS Executive Syllabus 2025 is divided into two modules, each containing four papers, making a total of eight subjects.
Key Exam Dates for 2025:
- June Session: June 1 to June 8, 2025 (Last date to register: January 31, 2025)
- December Session: Begins December 22, 2025 (Last date to register: August 26, 2025)
📌 Note: A pre-exam test is now mandatory before the main examination.
Detailed Breakdown of the CS Executive Syllabus 2025
Module 1: Legal & Financial Foundation
Paper 1: Jurisprudence, Interpretation & General Laws
This paper builds your understanding of the legal framework that governs businesses and civil conduct.
Key Topics:
- Sources of Law: Constitution, legislation, customs, precedents
- Indian Constitution: Fundamental rights, directive principles, structure of government
- General Clauses Act, 1897: Definitions, rules of interpretation
- Interpretation of Statutes: Literal, golden, and mischief rule
- Administrative Law: Delegated legislation, quasi-judicial bodies
- Law of Torts: Defamation, negligence, strict liability
- Limitation Act, 1963
- Civil & Criminal Procedure: FIRs, trials, appeals, summons, injunctions
- Alternative Dispute Resolution (ADR): Arbitration, conciliation, mediation
Paper 2: Company Law & Practice
Focuses on the lifecycle of a company as per the Companies Act, 2013, and includes governance and compliance responsibilities.
Key Topics:
- Company Types: Private, public, OPC, NPO, LLP
- Incorporation Process: MOA, AOA, registration, DIN, DSC
- Share Capital & Debentures: Issue, transfer, buy-back
- Board of Directors: Appointment, roles, board meetings
- Corporate Governance: Secretarial standards, disclosures
- Dividends & Audit: Declaration, payment, statutory audit
- Filing & Registers: Annual returns, ROC filings
- Company Closure: Winding up and strike-off procedures
- Recent Amendments & Case Laws
Paper 3: Setting up of Business Entities and Closure
Covers the processes for starting different types of businesses, including legal, tax, and regulatory requirements.
Key Topics:
- Business Structures: Sole proprietorship, partnership, LLP, company
- Registration & Licensing: GST, FSSAI, Shops & Establishment, etc.
- Start-Up India Scheme & MSMEs
- Non-Profit Organizations: Section 8 companies, trusts, societies
- Joint Ventures & Foreign Entities: Entry strategies, FEMA compliance
- Labour Laws: EPF, ESI, Bonus Act, Gratuity
- Business Closure: Voluntary winding-up, insolvency
- Intellectual Property Basics
Paper 4: Corporate Accounting and Financial Management (Includes 30% MCQs)
Equips you with financial accounting principles and decision-making tools used in managing business finances.
Corporate Accounting:
- Basics of Accounting: Journal, ledger, trial balance
- Company Accounts: Issue of shares, redemption of preference shares
- Profit & Loss Statements: Balance sheets, cash flow statements
- Valuation: Goodwill, shares, business combinations
- Accounting Standards (AS): AS 1 to AS 10
Financial Management:
- Financial Ratios & Statements Analysis
- Time Value of Money: NPV, IRR, annuity
- Capital Budgeting Techniques
- Working Capital Management
- Leverage Analysis: Operating, financial, combined
- Cost of Capital & Capital Structure
Summary Table – Module 1:
| Paper | Topics Covered | Why It Matters |
|---|---|---|
| Paper 1 | Legal systems and interpretation | Builds your legal reasoning skills |
| Paper 2 | Corporate law and regulations | Essential for company governance |
| Paper 3 | Business setup and labour laws | Prepares you for entrepreneurship & HR laws |
| Paper 4 | Finance and accounting | Strengthens your financial expertise |
Module 2: Advanced Business Concepts
Paper 5: Capital Markets and Securities Laws
Focuses on the regulatory framework and functioning of Indian capital markets.
Key Topics:
- Overview of Capital Markets: Primary, secondary markets
- SEBI Act, 1992: Powers, regulations, recent reforms
- Depositories Act, 1996: NSDL, CDSL, dematerialization
- Securities Contracts (Regulation) Act, 1956
- Issue Management: IPO, FPO, rights issue, private placement
- Intermediaries: Stockbrokers, merchant bankers, underwriters
- Listing Obligations: LODR Regulations, disclosure norms
- Insider Trading & Takeover Regulations
- Investor Grievance Redressal
Paper 6: Economic, Commercial, and Intellectual Property Laws
Introduces commercial and IP law concepts relevant to business operations.
Key Topics:
- Foreign Exchange Management Act (FEMA), 1999
- Competition Act, 2002
- Consumer Protection Act, 2019
- Environmental Laws: EPA, Water & Air Acts
- Information Technology Act, 2000
- Intellectual Property Rights (IPR):
- Trademarks
- Copyright
- Patents
- Trade Secrets
- Geographical Indications
- Money Laundering (PMLA)
- Start-up Ecosystem & IPR Strategy
Paper 7: Tax Laws & Practice
This paper is highly practical and updated with the latest taxation reforms, including the Union Budget and GST changes.
Income Tax:
- Basic Concepts & Residential Status
- Heads of Income: Salary, House Property, Business, Capital Gains, Other Sources
- Deductions (Section 80C to 80U)
- Clubbing, Set-off & Carry Forward of Losses
- Computation of Tax Liability
- TDS, Advance Tax, Filing Returns
GST:
- Supply, Levy, and Collection
- Input Tax Credit (ITC)
- Registration, Invoices, Returns
- E-way Bill, Payment of Tax
- Audit and Assessment
- GST Council & Amendments
Paper 8: Financial and Strategic Management (Includes 30% MCQs)
Blends strategic thinking with analytical financial tools for business growth.
Financial Management Topics:
- Financial Planning & Forecasting
- Cost of Capital, Capital Budgeting
- Dividend Policy Decisions
- Leverage & Capital Structure Theories
- Risk & Return Analysis
Strategic Management Topics:
- Business Strategy Concepts & Levels
- Strategic Analysis Tools: SWOT, BCG Matrix, Porter’s Five Forces
- Strategy Implementation: M&A, alliances, restructuring
- Corporate Governance & Ethics
- Competitive Advantage & Innovation
- Global Strategies & Business Environment Scanning
Read:
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Summary Table – Module 2:
| Paper | Topics Covered | Why It Matters |
|---|---|---|
| Paper 5 | Capital markets & securities law | Crucial for working with listed companies |
| Paper 6 | Economic & intellectual property | Helps handle commercial & legal challenges |
| Paper 7 | Income tax & GST | Builds your tax planning and filing skills |
| Paper 8 | Strategy & finance | Enhances business growth decision-making |
CS Executive Exam Pattern – What to Expect
The CS Executive program is conducted under the New Syllabus 2022, and is split into two modules with four papers each, totaling 8 papers. The Institute of Company Secretaries of India (ICSI) conducts this exam twice a year – in June and December.
Overview at a Glance
| Feature | Details |
|---|---|
| Number of Modules | 2 |
| Total Papers | 8 (4 in each module) |
| Mode of Exam | Offline (Pen and Paper-based) |
| Language of Exam | English and Hindi (except for Business/Company Law-related papers) |
| Duration per Paper | 3 Hours |
| Maximum Marks per Paper | 100 |
| Passing Criteria | 40% in each paper and 50% aggregate in each module |
| Type of Questions | Descriptive + Objective (MCQ) in select papers |
| Negative Marking (for MCQs) | Yes – 0.25 marks per wrong answer (only in MCQ-based papers) |
Paper-Type Classification
| Paper No. | Paper Name | Type of Paper | MCQ Portion | Negative Marking | Book Availability |
|---|---|---|---|---|---|
| 1 | Jurisprudence, Interpretation & General Laws | Descriptive | No | No | Closed Book |
| 2 | Company Law & Practice | Descriptive (with cases) | No | No | Closed Book |
| 3 | Setting up of Business Entities and Closure | Descriptive | No | No | Closed Book |
| 4 | Corporate Accounting and Financial Management | 70% Descriptive + 30% MCQ | Yes | Yes | Closed Book |
| 5 | Capital Markets and Securities Laws | Descriptive | No | No | Closed Book |
| 6 | Economic, Commercial & Intellectual Property Laws | Descriptive | No | No | Closed Book |
| 7 | Tax Laws & Practice | Descriptive | No | No | Closed Book |
| 8 | Financial & Strategic Management | 70% Descriptive + 30% MCQ | Yes | Yes | Closed Book |
Detailed Marking Scheme
Descriptive Papers:
- Written answers (theory, case study, practical problems)
- 100 marks total
- Mix of:
- Short notes
- Long-form questions
- Legal reasoning/case analysis (especially in Paper 2 and Paper 5)
Objective (MCQ) Component (Papers 4 & 8):
- 30 multiple-choice questions worth 1 mark each
- Negative marking of 0.25 for every incorrect answer
- 70 marks worth of descriptive questions + 30 marks MCQ = Total 100 marks
- OMR-based sheet for MCQs
Passing Criteria / Qualifying Marks
To pass each module, you must:
- Score at least 40% in each individual paper and
- Score 50% aggregate in all 4 papers of that module
📌 If you fail to score 40 in even one subject, even with 50% total, you fail the module.
📌 Exemption: If you score 60 or more in a paper but fail the module overall, you get an exemption in that subject in the next attempt.
What’s New in the CS Executive Syllabus 2025?
- More case-based questions in Papers 2 and 5
- Updated tax laws in Paper 7
- Increased MCQs in Papers 4 and 8
- Pre-exam test is now compulsory
- The 2017 syllabus has been discontinued as of June 2024
How to Prepare for CS Executive 2025
Here are some effective strategies:
- Study the Official Syllabus:
Download it from www.icsi.edu and focus on core subjects like Company Law and Taxation. - Create a Smart Study Plan:
Aim for 10–12 hours daily, with time allocated for each module and revision. - Use ICSI Study Material:
Stick to ICSI books, and supplement with online lectures or coaching as needed. - Solve Past Papers:
Practice previous exam papers and mock tests—especially for Papers 2 and 5. - Focus on Practical Scenarios:
Study case studies and real-life business problems, as the new syllabus emphasizes application-based learning. - Stay Updated:
Regularly check tax and SEBI updates. Follow reputed educators or join forums for guidance. - Make Short Notes:
Prepare summary notes for quick revision before the exams. - Consider Coaching Support:
Institutions like SuccessEdge Academy can help simplify complex topics.
Common Challenges and How to Overcome Them
- Complex Laws: Break down topics like Company Law and SEBI regulations into manageable parts.
- Heavy Syllabus: Stick to a daily plan; use visual tools like mind maps or flowcharts.
- Time Pressure: Practice writing answers within time limits using mock tests.
Why Cracking CS Executive Matters
Clearing the CS Executive exam unlocks opportunities in corporate governance, legal compliance, and financial consulting. Starting salaries range from ₹4–15 LPA, and with experience, professionals can earn ₹30–50 LPA or more. You can work with top corporates, MNCs, law firms, or even as an independent advisor.
Final Thoughts
The CS Executive Syllabus 2025 is a significant step toward becoming a qualified Company Secretary. With structured preparation, focus, and regular practice, you can succeed. Start early, stay consistent, and use all the resources provided by ICSI.
Visit www.icsi.edu for updates, syllabus, and test details.
Your journey to becoming a Company Secretary begins now—study smart, and success will follow.