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THE INSTITUTE OF COST AND MANAGEMENT ACCOUNTANTS OF BANGLADESH CMA JUNE, 2016 EXAMINATION
PROFESSIONAL LEVEL-III
SUBJECT: 303. CORPORATE LAWS, GOVERNANCE & SECRETARIAL PRACTICE.
Time: Three hours Full Marks: 100
Answer THREE questions from each part, where Q. No. 5 and 10 are compulsory.
Answer must be brief, relevant, neat and clean.
Use fresh sheet for answering each question.
PART – A : CORPORATE LAWS Q. No. 1.
(a) Mr. X together with 6 other persons like to establish a food processing industry in Rangamati. They want your advice in respect of formation, registration and commencement of the industry. Give them proper advice on this issue.
(b) What are the benefits of a Public Limited Company over a Private Limited Company?
[Marks: (10+5) = 15]
Q. No. 2.
(a) XY is a Public Limited Company. They, with the approval of BSEC (Bangladesh Securities and Exchange Commission), issued the Pre-IPO shares of Tk. 300 crore of Tk.10 each share. Later on they failed to issue IPO share in the market for a long time. As a result the investors facing loss on account of their investment in Pre-IPO shares. Discuss remedies.
(b) Do you think that BSEC and Government should come forward to help the investors in this respect? If so how?
[Marks: (8+7) =15]
Q. No. 3.
(a) State the provisions of Bank Companies Act 1991 regarding holding of liquid asset by a bank company.
(b) Discuss on the discretion of Bangladesh Bank to disqualify auditors appointed by shareholders.
(c) What restrictions are there in payment of dividend under the Financial Institutions Act 1993?
(d) Discuss the various conditions to be fulfilled for maintaining of “Solvency Margin”.
[Marks: (4+4+3+4) = 15]
Q. No. 4.
(a) What are the key responsibilities of the financial reporting council under Financial Reporting Act 2015?
(b) Discuss the circumstances on which the court orders for winding up of a company on “just and equitable” ground.
(c) ‘Securities and Exchange Commission is empowered to protect the rights of the investors.” Discuss those protection measures under SEC Act 1993.
[Marks: (5+5+5) =15]
Q. No. 5.
Comment on the following:
(a) Short sale;
(b) Money Laundering;
(c) A company started a garment industry as per object clause of the Memorandum of Association. But later on they started a paint industry.
(d) A company failed to renew their Registration Certificate from the RJSC for last three years?
[Marks: (4x5) = 20]
Page 2 of 2 CMA JUNE, 2016 EXAMINATION
PROFESSIONAL LEVEL-III
SUBJECT: 303. CORPORATE LAWS, GOVERNANCE & SECRETARIAL PRACTICE.
PART – B : CORPORATE GOVERNANCE & SECRETARIAL PRACTICE
Q. No. 6.
(a) “Company Secretary is the Chief Compliance Officer of the Company”. Do you agree?
Explain.
(b) Is it mandatory to have Chairman’s Statement in connection with the AGM of a company?
(c) When shareholders can interfere over Board and in what circumstances?
[Marks: (5+5+5) =15]
Q. No. 7.
(a) What are the differences between double insurance and reinsurance?
(b) What are the reasons for which a listed company can be delisted or suspended by the Dhaka Stock Exchange as per its listing regulations in force?
(c) What is Price Sensitive Information? Mention the events or transactions which will be considered as price sensitive information.
[Marks: (5+5+5) =15]
Q. No. 8.
(a) Who will appoint the auditor for compliance of Corporate Governance Guidelines?
(b) What circumstances the audit committee shall immediately report to the Board of Directors?
(c) What are the timeline for submission of financial statements by the listed companies in Bangladesh as per Bangladesh Securities and Exchange Rules 1987? What should the company do if unable to submit in due time?
[Marks: (5+5+5) =15]
Q.No.9:
(a) Discuss the causes for continuous down trend position of the share market in spite of taking different positive measures by the BSEC and GOVT.
(b) Suggest measures for the further development of the present share market in Bangladesh?
[Marks: (10+5) =15]
Q.No.10:
Write short note on any FOUR of the following:
(a) Redemption of Debenture;
(b) Form XII;
(c) Locking of the shares of the Company;
(d) Margin loan;
(e) Winding up of a company by the court.
[Marks: (4x5) = 20]
= THE END =
