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2026 Statistics
Key Facts: CS Executive Company Law Exam
100
Total Marks
ICSI Executive Programme Syllabus
3 hrs
Exam Duration
ICSI Examination Policy
~20%
Objective/MCQ Marks
ICSI Question Paper Pattern
40% / 50%
Paper / Module Pass
ICSI Examination Policy
2013
Governing Companies Act
ICSI Study Material
Module 1
Paper 2 Placement
ICSI New Syllabus 2022
The ICSI CS Executive Company Law and Practice paper (Module 1 Paper 2, new syllabus 2022) is a 3-hour, 100-mark offline pen-and-paper exam with about 20% objective/MCQ marks and 80% descriptive and case-based marks, and no negative marking. It covers the entire Companies Act 2013: incorporation and types of companies, memorandum and articles, share capital and debentures, members and deposits, registration of charges, management and administration, directors and KMP, board and general meetings, dividends, accounts and audit, CSR, producer companies, and e-governance. A candidate needs at least 40% in the paper and 50% aggregate in the module to pass.
Sample CS Executive Company Law Practice Questions
Try these sample questions to test your CS Executive Company Law exam readiness. Each question includes a detailed explanation. Start the interactive quiz above for the full 100+ question experience with AI tutoring.
1Under the Companies Act, 2013, a 'one person company' (OPC) can be incorporated by which of the following?
A.Any natural person who is an Indian citizen and resident in India in the previous calendar year
B.Any company or body corporate
C.Any two or more natural persons jointly
D.Any natural person who is an Indian citizen, whether resident or not
Explanation: After the Companies (Incorporation) Second Amendment Rules, 2021 (effective 1 April 2021), an OPC may be incorporated by any natural person who is an Indian citizen, whether resident in India or not — NRIs are now permitted. The test for being 'resident in India' was also reduced to 120 days. The member and nominee must still be Indian citizens, and a body corporate cannot form an OPC.
2The doctrine that protects an outsider dealing in good faith with a company by allowing them to assume that the internal procedures of the company have been duly complied with is known as:
A.Doctrine of constructive notice
B.Doctrine of indoor management
C.Doctrine of lifting the corporate veil
D.Doctrine of ultra vires
Explanation: The doctrine of indoor management (the rule in Royal British Bank v. Turquand) protects outsiders dealing in good faith, allowing them to presume that the company's internal procedures and formalities have been properly followed. It is the counterbalance to the doctrine of constructive notice, which binds outsiders to the public documents only.
3Under Section 4 of the Companies Act, 2013, a company name reserved by the Registrar through the RUN or SPICe+ facility is valid for how many days for a new company?
A.60 days
B.10 days
C.20 days
D.30 days
Explanation: Under Section 4(5) read with the Companies (Incorporation) Rules, a name reserved for a proposed new company is valid for 20 days from the date of approval. For an existing company changing its name, the reservation is valid for 60 days. The earlier 60-day period for new companies was reduced to 20 days by amendment.
4Which clause of the memorandum of association states the State in which the registered office of the company is to be situated?
A.The object clause
B.The liability clause
C.The name clause
D.The situation (registered office) clause
Explanation: Under Section 4(1)(b), the memorandum must state the State in which the registered office of the company is to be situated. This is the situation clause. Altering it to shift the registered office from one State to another requires a special resolution and confirmation by the Central Government (Regional Director).
5An act of a company that is beyond the objects stated in its memorandum of association is:
A.Voidable at the option of the company
B.Void ab initio and cannot be ratified even by unanimous consent of members
C.Valid if ratified by an ordinary resolution
D.Valid if ratified by a special resolution
Explanation: An act ultra vires the memorandum is void ab initio and cannot be ratified, even by the unanimous consent of all the shareholders, because the memorandum defines the company's capacity. This rule was established in Ashbury Railway Carriage v. Riche. Only acts within the objects clause bind the company.
6The articles of association of a company may contain entrenchment provisions. Such provisions can be altered only by:
A.An ordinary resolution
B.A special resolution
C.A condition more restrictive than a special resolution, as specified in the articles
D.Approval of the Registrar of Companies
Explanation: Under Section 5(3), entrenchment provisions in the articles can specify that certain provisions may be altered only if conditions more restrictive than a special resolution are met. This gives protection to certain matters. The company must give notice of entrenchment provisions to the Registrar in the prescribed manner.
7Under the Companies Act, 2013, the maximum number of members in a private company (excluding employee and ex-employee members) is:
A.Unlimited
B.50
C.100
D.200
Explanation: Section 2(68) defines a private company as one that, by its articles, limits the number of members to 200, excluding present and past employees who became members during employment. Under the previous Companies Act 1956, the cap was 50. A public company has no upper limit on members.
8A company registered under Section 8 of the Companies Act, 2013 is a company formed for:
A.Promotion of commerce, art, science, sports, education, charity or similar objects, applying profits in promoting its objects
B.Producing, harvesting and marketing of agricultural produce of its members
C.Carrying on banking business with a licence from the RBI
D.Acting as a holding company for a group of subsidiaries
Explanation: A Section 8 company is formed for promoting commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or similar objects, and intends to apply its profits in promoting those objects, prohibiting payment of dividends to members. It enjoys certain exemptions and requires a licence from the Central Government.
9The integrated web-based form used for incorporation of a company, allotment of DIN, PAN, TAN, EPFO, ESIC, GSTIN and bank account is:
A.Form RUN
B.Form INC-22
C.SPICe+ (INC-32)
D.Form DIR-12
Explanation: SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus), filed in Form INC-32, is the integrated incorporation form offering multiple services including company incorporation, DIN allotment, PAN, TAN, EPFO, ESIC, GSTIN registration, and bank account opening through a single application on the MCA21 portal.
10Under Section 10A of the Companies Act, 2013, a company having share capital cannot commence business unless it files a declaration that subscribers have paid the value of shares within:
A.30 days of incorporation
B.60 days of incorporation
C.120 days of incorporation
D.180 days of incorporation
Explanation: Section 10A requires a company having a share capital to file a declaration (Form INC-20A) within 180 days of incorporation, confirming that every subscriber has paid the value of shares agreed to be taken. Until this declaration of commencement of business is filed, the company cannot commence business or exercise borrowing powers.
About the CS Executive Company Law Practice Questions
Verified exam format metadata for ICSI CS Executive Programme Paper 2: Company Law and Practice is pending. The practice questions above remain available while official exam length, timing, passing score, fee, and administrator details are reviewed.