CS Executive Law Papers: Syllabus, Marks and Study Material

The six law papers at a glance

CS Executive is the middle stage of the Company Secretary course, after the CSEET entrance test and before CS Professional; our guide to the CS course explains who can register and who can skip CSEET. The seventh Executive paper, Corporate Accounting and Financial Management (Group 1, Paper 4), is the only one that is not a law paper.

ICSI gives marks only for these parts. It does not publish a chapter-wise marks distribution, so a table of marks per chapter is an estimate made by whoever wrote it, not an ICSI rule. ICSI's syllabus also advises students to give priority to Group 1, because its papers build the concepts used in Group 2. For the exam format and passing marks, see our CS syllabus and exam pattern guide.

What each law paper covers

The topics below are the lessons in ICSI's detailed syllabus, as modified for exams from December 2025. ICSI expects a working knowledge of every Executive paper.

Paper 1: Jurisprudence, Interpretation & General Laws

This paper teaches how to read and interpret law, and gives an overview of the general laws a company secretary deals with:

• sources of law and schools of jurisprudence;
• the Constitution of India: fundamental rights, directive principles, the legislative, judicial and executive framework, and writs;
• interpretation of statutes, including the rules and aids of interpretation and how to read a bare act;
• administrative law, the law of torts, civil procedure, crime and its procedure, and evidence;
• limitation, and arbitration, mediation and conciliation;
• right to information, information technology and data protection;
• contract law and negotiable instruments.

Paper 2: Company Law & Practice

Company Law & Practice covers the Companies Act and the Secretarial Standards on meetings, dividend and the board's report.

• Part I, Company Law: Principles & Concepts (60 marks): the doctrines of company law (ultra vires, indoor management, constructive notice, corporate veil), types of companies, memorandum and articles, share capital (issue, allotment, transfer, buy-back, reduction), members, debentures, charges, dividends, accounts and auditors, the concepts of compromise, arrangement and amalgamation, and dormant companies.
• Part II, Company Administration & Meetings (40 marks): general meetings and Secretarial Standard 2, directors, the board and its powers, board and committee meetings and Secretarial Standard 1, the annual report and annual return, and key managerial personnel, including the company secretary's appointment and role.

Part II also includes drafting notices, agendas and minutes of general meetings and of board and committee meetings.

Paper 3: Setting Up of Business, Industrial & Labour Laws

• Part I, Setting Up of Business (60 marks): choosing a business form; incorporating companies, LLPs, startups and MSMEs; converting one entity into another; non-corporate entities such as partnerships, trusts and societies; financial services organisations such as NBFCs; joint ventures and foreign companies' offices in India; setting up a business abroad; and the registrations and licences a new business needs (PAN, TAN, GST and others).
• Part II, Industrial & Labour Laws (40 marks): the Constitution and labour law, the need for labour codes, and the laws on working conditions, industrial relations, wages and social security, plus the law on sexual harassment of women at the workplace.

Paper 5: Capital Market & Securities Laws

• Part I, Capital Market (40 marks): how the capital market and stock exchanges work, the Securities Contracts (Regulation) Act, 1956, SEBI and the Securities Appellate Tribunal, depositories, market intermediaries, and the International Financial Services Centres Authority.
• Part II, Securities Laws (60 marks): issue of securities (IPOs, rights issues, preferential issues, QIPs), non-convertible securities, the SEBI (LODR) Regulations, 2015, takeovers, insider trading, fraudulent and unfair trade practices, delisting and buy-back, mutual funds and collective investment schemes.

Paper 6: Economic, Commercial & Intellectual Property Laws

• Part I, Economic & Commercial Laws (60 marks): foreign exchange management, foreign direct investment, overseas direct investment, foreign trade policy, special economic zones, foreign contribution regulation, prevention of money laundering, competition law, consumer protection, legal metrology and real estate regulation.
• Part II, Intellectual Property Laws (40 marks): patents, trade marks, copyright, geographical indications and industrial designs.

Paper 7: Tax Laws & Practice

• Part I, Direct Tax (60 marks): income tax, from residential status and the five heads of income to deductions, computing the tax of individuals, firms and companies, and TDS, advance tax and returns.
• Part II, Indirect Tax (40 marks): GST (levy, supply, input tax credit, registration, returns and payment) and an overview of customs law.

Tax Laws & Practice is examined on the tax law that applies to your exam session, and ICSI has already published a separate edition of its study material for this paper "for June 2027 exam onwards". Our guide to CS Executive classes explains which Finance Act applies to the December 2026 exams and what to check before buying recorded tax lectures.

Topics removed from December 2025

ICSI's Council modified the contents of three Executive papers "to be effective from December 2025 examination, in view of its coverage in other papers of CS Course" (ICSI announcement, 1 September 2025). According to the detailed syllabus, the main changes are:

• Jurisprudence, Interpretation & General Laws: the lessons on specific relief, Indian stamp law, registration of documents and sale of goods were deleted, as were the topics "Finance Bill and Other Bills" and "Parliamentary Standing Committees and their Role", and the High Courts' rule-making power and mediation rules within arbitration law.
• Company Law & Practice: the lesson on inspection, inquiry and investigation was deleted, along with oppression and mismanagement and class action suits. The lesson on corporate social responsibility was dropped as a separate lesson: CSR policy, activities and the CSR committee moved into the lesson on the annual report, and CSR expenditure, ongoing projects and impact assessment were removed from Executive.
• Economic, Commercial & Intellectual Property Laws: the lesson on external commercial borrowings was deleted, and the separate lessons on fugitive economic offenders and benami transactions were replaced by a brief note in the lesson on prevention of money laundering.

ICSI's syllabus notes where each topic went: most to CS Professional papers such as Drafting, Pleadings & Appearances, sale of goods to the CSEET study material, and the Finance Bill topics to the student journal. Notes, scanners and recorded lectures prepared before December 2025 may still include them.

Which updates are examined

The syllabus sets the cut-off for new developments. You are expected to know amendments, notifications and court rulings up to 31 May of the same year for the December exams, and up to 30 November of the previous year for the June exams (ICSI Syllabus 2022). This matters most for the law papers, where rules change often.

Study material and notes for the law papers

ICSI's study material is the main source for every law paper:

• Study material: PDFs of all seven papers are on ICSI's Executive Programme page, and students who register online are sent the study material within 21 working days (ICSI Student Services FAQs, 18 September 2026). For the December 2026 exams, the material for Papers 1 to 6 is updated till 30 November 2025 and for Tax Laws & Practice till 31 May 2025 (ICSI, 28 July 2026).
• Supplements: ICSI's Supplements page has December 2026 supplements for all six law papers, with two for Tax Laws & Practice (direct tax, and GST and customs). ICSI advises students to read them along with the study material.
• Monthly updates: ICSI's subject-wise monthly updates list recent developments paper by paper (for example, Company Law & Practice and Capital Market & Securities Laws in March 2026). From April 2026 they appear in the Student Company Secretary e-Journal instead of a separate monthly file.
• Guideline answers: ICSI publishes suggested answers for each session; the latest are for the June 2026 Executive exams, Group 1 and Group 2.

Coaching notes and scanners for subjects such as Company Law can help with revision. In our view they work best alongside ICSI's material rather than instead of it, and only if they follow Syllabus 2022 with the December 2025 changes and the updates for your exam session.

Old "Module 1" and "Module 2" papers

Many books, notes and course listings still use the old structure of two modules with four papers each. That was Syllabus 2017: the last Executive exam under it was held in December 2024, and since June 2025 Executive exams have been held only under Syllabus 2022 (ICSI Student Services FAQs, 18 September 2026). ICSI's switchover table shows how the old papers map to the new ones:

The new papers are not the same as the old ones: Paper 3 now includes industrial and labour laws, and Paper 6 includes intellectual property laws. Material written for a Module 1 or Module 2 paper therefore does not cover the current syllabus. If you are about to start the course, our CS Executive registration guide covers the steps, fees and last dates.