1. NATURE AND CLASSIFICATION OF COMPANIES

- Types of companies

- Nature and characteristics of a company

- Classification of companies

- Principle of legal personality and veil of incorporation

- Distinction between companies and other forms of business associations

2. FORMATION OF COMPANIES

- Promoters and pre-incorporation contracts

- Process of forming a company

- Memorandum and articles of association

- Certificate of incorporations

- Legal consequences of incorporation

3. MEMBERSHIP OF A COMPANY

- Acquisition of membership

- Register of members

- Rights and liabilities of members

- Cessation of membership

4. SHARES

- Classes of shares

- Variation of class rights

- Share warrants and certificates

- Issue and allotment

- Transfer and transmission

- Mortgaging and charging of shares

5. SHARE CAPITAL

- Meaning and types of share capital

- Raising of share capital

- Prospectus / Information memorandum

- Maintenance and Alteration of capital

- The purchase by a company of its own shares

- Financial assistance by a company for purchase of its shares

- Dividends

6. DEBT CAPITAL

- Borrowing powers of a company

- Debentures

- Charges

- Registration of charges

- Remedies for debenture holders 

7. COMPANY MEETINGS

- Nature and classification of company meetings

- Essentials of meetings

- Proceedings at meetings

- Voting

- Resolutions

- Minutes

8. DIRECTORS

- Qualification and disqualification

- Appointment of directors

- Powers and duties of directors

- Removal and vacation of office

- Register of directors

- Loans to directors

- Compensation for loss of office

- Disclosure of director's interest in contracts

- The rule in Turquand's case/ lndoor Managernent rule

- Insider dealing

9. COMPANY SECRETARY

- Qualification, appointment and removal

- Powers and duties of the company secretary

- Liability of the company secretary

- Register of secretaries

10. AUDITORS

- Qualification, appointment and removal

- Remuneration of auditors

- Powers and duties

- Rights and liabilities

11. COMPANY ACCOUNTS,AUDIT AND INSPECTION

- Books of accounts

- Form and content of accounts

- Group accounts

- Director's report

- Auditor's report

- Investigation of company affairs

- Appointment and powers of inspectors

- Inspector's report

- Annual returns

12. CORPORATE RESTRUCTURING

- Need for restructuring

- Mergers, Take-overs and Acquisition

- Post Merger Reorganisation

- Schemes of Arrangement and Compromises 

- Reconstruction

13. CORPORATE INSOLVENCY

- Meaning of Insolvency

- Types of winding up

- Appointment, powers and duties of liquidators

- Release of liquidators

- Rights of parties in winding up

- Distribution of assets

- Offences relating to liquidation

14. COMPANIES INCORPORATED OUTSIDE KENYA

- Process of registering a company in Kenya

-Certificate of registration

-Power to hold land

- Registration of charges

- Accounts of foreign companies

- Service of process and notices on foreign companies

- Returns

- Cessation of business

- Penalties

15. EMERGING ISSUES AND TRENDS