Communication Notes PDF

Chapter
1: Essentials of Communication 1

Chapter 1 : ESSENTIALS OF COMMUNICATION

Topic Topics Attempt

1 Importance of Communication M.09/5 , M.11/4, N.13/4
2 Process of Communication M.08/5
3 Formal Communication N.10/4
4 Advantages of Formal Communication N.08/5, N.12/4, N.13/4
5 Grapevine-‐as a form of informal M.08/5, N.09/5, N.11/4,
communication M.12/5, M.14/4,
M.15/5, N.16/4
6 Inter-‐departmental Communication
7 Characteristics of Oral Communication & M.14/5
Principles
8 Merits of Oral Communication M.11/4, N.10/4, M.13/4,
N.15/5
9 Limitations of Oral Communication
10 Benefits of Written Communication
11 Limitations of Written Communication
12 Non Verbal Communication M.12/4, N.15/4, M.16/4
13 Benefits of effective communication
14 Barriers to effective communication M.11/4 , N11/4, N.14/4,
M.12/5, N.14/4, N.16/4
15 Business Letter Format N.11/4, M.12/4
16 Check List for Composing Business Messages N.07/5, N.14/5, N.15/4

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Chapter 1: Essentials of Communication 2

Topic 1.1
Importance of Communication
1. Growth in size and multiple location of organization

! Keeping in touch, sending directions and getting feedback is possible
only when communication lines are kept working effectively
2. Technological Advancement
! Communication helps in faster communication as one message is
sent from one to many. E.g. Email.
3. Advances in Behavioural Sciences
! Modern management is deeply influenced by behaviour sciences like
psychology, sociology etc.
! Communication helps in developing positive attitude towards life.
4. Growth of Trade union
! No management can be successful without taking trade union into
confidence
! Effective communication creates relationship between management
and workers.
5. Growing Importance of human resources
! Workers are not like machinery, they have their own hopes and
aspirations
6. Public relations
! Organization has social responsibility towards stakeholders like
customers, supplier, government, society etc.
! Communication helps organization to project a positive image of
itself.

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Topic 1.2 Process of Communication

Sender " Desire to exchange his idea

Encoding " Put idea into word, symbol, picture or gesture

Message " It is what sender is trying to communicate

Channel " Medium through which message is transmitted.
Oral & written form.
Receiver " to whom message is conveyed.

Decoding " Message into Idea and interpret it to attain its meaning

Feedback " It is based on understanding of receiver.
Understanding could be clear interpretation or
misinterpretation.
Sender will come to know about understanding of
receiver when later will give his reaction to message.
Topic 1.3 Formal Communication

# Flow : Formal communication flows along prescribed channels which all the
organization members are obliged to follow
# Hierarchy System: Every organization has built in hierarchy system which
can be compared with Pyramid.

Level A – Board of Directors
Level B – Managing Director
Level C –Departmental Mgr

(Sale, Purchase, A/c, Admin)
Level D – Supervisors
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Level E – Clerks


# Direction in which Communication is sent

Communication in an organization is Multi-‐dimensional or Multi-‐directional.
Below are the directions in which communications are sent:-‐
Direction Downward Upward Horizontal or Diagonal
Lateral
Meaning Superior to Subordinate Communicatio Communication
sub-‐ordinate to Superior n between co-‐ between various
worker with department /
different area Employee of
of organization
responsibility without any
hierarchical system
in emergency case
Type It includes It includes It includes It can include any
Order & request, communicatio matter which
Instructions report, n between requires urgent
complaint & functional attention.
suggestion managers
Benefits 1) Improved 1) Increased 1) Increased 1) It saves time in
Morale acceptance co-‐operation case of emergency
2) Job of among
Satisfaction management employees
3) decision with different
Prevention/ 2) Prevention duties.
Correction of of New
error problems
3) Solution to
old ones
Problem 1) Message 1) Superior 1) Rivalry may 1) Reporting boss of
can be may occur between an employee can
distorted as disregard Employee get upset, if that
it passes subordinates from different particular employee
through one message areas passes on any
or more level 2) Ego clashes information to
2) Message b/w functional different functional
Overload department head without
4 heads intimating to him.


Topic 1.4 Advantages of Formal Communication

1. Effectiveness of communication
Communication through formal channels become binding between
communicators, therefore utmost care has to be taken while sending any
letter or report through formal channel.
2. Cater growing size and multiple location of organization
Formal channels like Email cover each and every branch of organization. So
it becomes easier to communicate each and every employee of company.
3. Satisfy people in Managerial position
Formal channels give a shape and effectiveness to management hierarchy.
So the superior get a sense of control over their subordinates and hence
consolidates the organization.
4. Avoid top management to get overloaded with work
Through formal channel, information gets filtered down to the bottom of
organization, So top management gets relieved from task of disseminating
information till lower level of employees.
Topic 1.5 Grapevine-‐as a form of informal communication
# Topic 1.5.1 Meaning: -‐ It is a person to person method of spreading
rumours, gossip, information, etc. by informal or unofficial conversation.
There is a rumour mill working in every organization. Larger the
organization, more active is the rumour mill. This rumour mill is called as
Grapevine in management literature.
# Topic 1.5.2 Factors leading to grapevine:-‐
1) Organization passing through difficult period
Feeling of uncertainty or lack of sense of direction among employees lead
to spreading of rumours.
2) Employees disgruntled with employer
Feeling of job satisfaction or lack of self confidence due to harshness and
rude behaviour of employer leads to formation of groups.
3) Feeling of insecurity or isolation among employees It happens when a
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particular group is favored by manager. People working in such kind of
environment will fill their mind with all sort of ideas and share with like
minded companions at their own level.

# Topic 1.5.3Types of Grapevine

a) Single strand chain
$ A tells something to B who tells it to C and so on
$ This type of chain is least accurate to pass on information
b) Gossip chain
$ A person seeks out and tells every information which he has
obtained.
$ Most often “not-‐on-‐job” nature of information is conveyed.
c) Probability chain
$ In this type , individuals are indifferent to persons to whom they are
passing some information.
$ This chain is found when information is somewhat interesting but not
really significant.
d) Cluster chain
$ ‘A’ tells something to few selected individuals and some of these
individuals inform few other selected individuals.
$ This is the most effective and dominant grapevine pattern. Most
informal communication flows through this chain.

# Topic 1.5.4 Merits of Grapevine
A. Speedy transmission
The very moment, a worker comes to know about confidential
information, then as human nature, he tends to pass it on to others.
B. Feedback value
It is primarily through grapevine that top bosses of organization get
feedback regarding their policies, decisions etc. Feedback reaches them
much faster through informal channel than through formal channel.
C. Support to formal channels
Grapevine functions as a parallel channel, to formal communication. It
overcomes certain constraint imposed on formal communication.
D. Psychological satisfaction
6 Grapevine draws worker nearer to each other when they share some
information of significant nature and keep the organization intact as
social entity.

# Topic 1.5.5 Demerits of Grapevine

1. Low credibility of information: Here, there is no authenticity of information.
Information spread through word of mouth cannot be taken seriously.
2. Incomplete information: Grapevine does not carry complete information.
Thus, one may not get complete picture on its basis.
3. Misleading information: It may spoil image of organization. Because, Origin
of grapevine lies in rumour. It may spread any kind of story about
responsible people defaming them.
Topic 1.6 Inter-‐departmental Communication
% Departments: in an organization are responsible for different functions of

management like planning, staffing (HR), organizing etc. Without cooperation
of all, it would be difficult for an organization to function.
% Communication between departments like HR, Accounts, marketing,
production etc. is essential to collaborates and achieve the objectives of
organization.
% Problems arising from difficulties with interdepartmental communication is
frequently overlooked.
It is recognized when symptoms like:-‐
& Delay in work
& Poor performance
& Duplicacy of work
& Unnecessary conflict occurs.
% As said by wise people, precaution is better than cure, so causes of
interdepartmental communication problems should be taken care of.
Causes can be because of:
Departments are physically separated Department performs separate functions
# Physical design of office determines # Different departments have different
who has access to whom by creating priorities. Top priority for Department X may
barriers to some departments and bridges be the last priority for Department Y. This
to other becomes problem when Department X is
dependent on Department Y resulting in
7 tension, distrust etc.
# Such Changes should be done which # Customer service & Competitive threat.
facilitate more effective communication
between department

Topic 1.7 Characteristics of Oral Communication & Principles
Topic 1.7.1 Characteristics Topic 1.7.2 Principles (Imp factor to

make Oral communication effective)
1. Candidness # Consider the objective of discussion
# Think about interest level of receiver.
# Be Sincere
2. Clarity # Use simple language and familiar
words
3. Conciseness # Be brief and precise
4. Concreteness # Avoid Vagueness
5. Completeness # Give Full Facts
6. Correctness # Assume Nothing
7. Courtesy # Use polite words and tone
# Cut out Insulting message
# Say something interesting and pleasing
to recipient
# Allow time to respond.

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Topic 1.8 Merits of Oral Communication
1. More Personal & informal

2. Makes immediate impact
3. Better for conveying feelings & emotions
4. Opportunity for interaction & feedback
5. Helps to correct ourselves immediately on basis of feedback
6. Faster way of communication
Topic 1.9 Limitations of Oral Communication
1. Ability to simultaneously think as you speak

2. Word once uttered cannot be taken back
3. Control Voice pitch, tone during emotions like stress, anger and excitement.
4. Take care of Body language.
5.
Topic 1.10 Benefits of Written Communication
1) Better for complex matters, facts & opinions

2) Record retention of messages exchanged
3) Refer back the records for future references
4) Receiver’s convenience " message can be read
5) Revision can be done " before transmitting.
6) It can be circulated
Topic 1.11 Limitations of Written Communication
1) Impersonal
2) Not known if message is read
3) Reader not helped by Non verbal clues
4) Immediate feedback not available for on the spot correction
5) Time consuming.

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Topic 1.12 Non Verbal Communication
% Words are not the only way we communicate

% Language is used to communicate explicit information and message contents.
% Non verbal communication is used to convey feelings, emotions about
another person as well as status and power.
% One may refuse to write or speak, but it is impossible to avoid behaving non
verbally
% One may continue to communicate Non verbally through:

1. Body language(Kinesics)
& It is use of body movements, facial expression, gesture, posture etc.
& It signals our feeling and emotions.
& It is most widely recognized form of non verbal communication
& It effectively communicates state of mind of person like happy, sad,
surprised, confused, sleepy, angry etc.

2. Silence
& Silence can be effective communication for a no of responses like
respect, fear, resentment, lack of interest.
& A speaker can create suspense by giving a slight pause before or after
making an important point.
& It can have a positive or negative impact in communication process.
&
3. Proxemics (Space language)
% It is physical space that person maintains while
communicating with others.
% Following four space zones indicates type of communication
and relationship of sender and receiver :-‐
• Intimate " Physical Contact to 18 inches
• Personal " 18 inches to 4 feet
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• Social " 4 to 12 feet
• Public " 12 feet to as far as we can see or hear.


4. Para Language
% It means how words are spoken
% An effective speaker changes his voice at different times so as to
make his speech lively and interesting
% Speaker can use vast range of vocal cues like :-‐
i. Pitch Variation " to catch listener’s attention
ii. Speaking speed
iii. Pause " to gain listener attention, however frequent
pauses will spoil the speech
iv. Volume variation " speech should be loud enough to
be audible to audience
v. Non fluencies " “oh”, “ah”, “um”, “you know”, “ok”
etc. are known as non fluencies. Frequent non
fluencies irritate listener.
vi. Stress on words " It is of crucial importance in
communication.

5. Artificial Communication
% It is well known fact that we react to people on the basis of
their appearance
% Personal appearance like clothing , accessories, hairstyle etc
provide non verbal clues about one’s age, social and economic
status, educational level etc.

6. Time language or Chronemics
% It is a study of how we use time to communicate
% Punctuality is an important factor in time communication

7. Haptics
% It is communication through touch
% It reveals our perception of status, our attitude and even our
11 needs
% The extent of touching is regulated by cultural norms of
society

Topic 1.13 Benefits of effective communication
Effective communication work towards achieving effectiveness in all the functions
of management like:-‐
i. Planning "Establish & disseminate goals of organization.

Evolving plans for achievement of goals
ii. Organizing "Human & other resources
iii. Staffing "Selection, development & appraisal of members of
organization
iv. Direction " Leading, Motivating & encouraging people to put their best.
v. Controlling " performance of people.
Benefits of Effective communication
& Quicker Problem Solving

& Strong decision making
& Enhance Professional image
& Stronger Business relationships
& Clear promotional materials
& Increased productivity
& Steadier work flow
& Improved Stakeholder response
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Topic 1.14 Barriers to effective communication
Causes of communication breakdown are:-‐

1) Noise; 2) Semantic problems; 3) Cultural barrier; 4) Emotions; 5) Status
Consciousness; 6) Poor Listening.
1) Noise:-‐
• It is an interference that occurs while communicating and prevents
from hearing sounds properly
• Eg Noise made by machine in factories makes oral communication
difficult
• It covers factors which may exist either at sender or at receivers end
Sender – may resort to confusing or ambiguous signal
Receiver – may mess up the message due to Inattention
• Some of the sources contributing towards Noise factors are :
a. Poor timing -‐ Last minute communication with deadline put
too much pressure and result in resentment
b. Inappropriate Channel
c. Network Breakdown – E.g. Staff forget to forward letter,
resulting into closed channel.
d. Lack of Planning – E.g. People giving long and ill-‐planned
lecture while a short presentation would have done work
Oral communication is easy & time saving, but demands great
control and competence to communicate, to be successful.
2) Semantic problems-‐
• Meaning :-‐ It is study of words & their meaning when 2 persons
communicating with each other have completely different meaning
of a particular word, misunderstanding is bound to happen, it is
known as Semantic barriers
• How to resolve this problem: -‐ By using words which are clear, simple
and to the point.
• Examples of Semantic barrier :-‐
i. It can be ordinary words having different meanings. Eg ‘Plant’
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word has two meaning – It can be Machinery or it can be Tree.
ii. It can be words sounding same but having different meanings.
E.g. ‘Ear and year’, ‘Cheque or Check’ etc.

3) Cultural Barriers-‐
• Meaning: -‐ Same category of words, symbols, action means different
things to people of different countries or different cultural
backgrounds.
• Example: -‐ In U.S people love to be called by their first name
irrespective of age difference between communicators. But in India,
if a person smaller in age, calls someone bigger than his age by his Ist
name, it is taken as insulting behaviour.
• How to resolve this problem:-‐
Knowing about other cultures and being proactive will help to
develop skills to overcome cultural barrier.

4) Emotions-‐
• Meaning: -‐ Psychological state of communicators.
• Example: -‐ Person communicating is in immense stress, angry, sad or
joyful.
While communicating, person should be calm and composed. Anger
is worst emotion and enemy of communication.

5) Socio-‐psychological barriers (Status Consciousness)-‐
• Meaning: -‐ Fear of communicating with other due to difference in
status of sender and receiver.
• Example: -‐
1) Sender may feel hesitant to convey his message to receiver,
because receiver is holding higher position in organization or society.
2) Sender may not openly communicate with his junior due to his ego
Person with higher position has to take initiative himself to socialize
with his juniors and other people, so that socio-‐psychological factors
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cannot be barrier to communication.


6) Poor Listening:-‐
• Meaning: -‐ An inattentive listener may not be able to understand the
message..
• Example: -‐
Reading Newspaper while listening.
Listener should keep patience while listening and should not do any
premature evaluation with respect to message conveyed.

Topic 1.15 Business Letter Format

Company Letterhead
(Address, telephone, Fax , Email, Website etc.)
Ref No
Date
Name
Inside Address
Attention Line
Salutation:
Subject
___________________________________________________________________
___________________________________________________________________
___________________________________________________________________
___________________________________________________________________
___________________________________________________________________
___________________________________________________________________
___________________________________________________________________

Closing / Subscription
Signature
Signatory’s name
Signatory’s position
Company Name
Encl
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P.S.
C.C.
Ref. Initials

Topic 1.16 Check List for Composing Business Messages

A. Organization
1. Recognize good organization.

a. Subject and purpose are clear.
b. Information is directly related to subject and purpose.
c. Ideas are grouped and presented logically.
d. All necessary information is included.
2. Achieve good organization through outlining.
a. Decide what to say.
i. Main idea
ii. Major points
iii. Evidence
b. Organize the message to respond to the audience’s probable
reaction.
i. Use the direct approach when your audience will be neutral,
pleased, interested, or eager.
ii. Use the indirect approach when your audience
will be displeased, uninterested, or unwilling.
3. Choose the appropriate organization plan.
a. Short messages
i. Direct request
ii. Routine, good-‐news, and goodwill message
iii. Bad-‐news message
iv. Persuasive message
b. Longer messages
i. Informational pattern
ii. Analytical pattern

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B. Formulation
1. Compose your first draft.
a. Get ideas down as quickly as you can.
b. Rearrange, delete, and add ideas without losing sight of your
purpose.
2. Vary the style to create a tone that suits the occasion.
a. Establish your relationship with your audience.
i. Use the appropriate level of formality.
ii. Avoid being overly familiar, using inappropriate humor,
including obvious flattery, sounding preachy, bragging, and
trying to be something you’re not.
b. Extend your audience-‐centered approach by using the “you”
attitude.
c. Emphasize the positive aspects of your message.
d. Establish your credibility to gain the audience’s confidences.
e. Make your tone a polite one.
f. Use the style that your company prefers.

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Question Bank
Topic 1.1 Importance of Communication

Question (M.09/5)
Explain the factors which are responsible for the growing importance of
communication of an organization.

Question (M.11/4)
“Importance of communication is increasing day-‐by-‐day in the business
organizations”. State the reasons for this increasing importance.

Question (N.13/4)
“Communication is the life blood of a business organization”. In this reference
state the factors which have increased the importance of communication in the
present business world.

Topic 1.2 Process of Communication
Question (M.08/5)
Explain clearly the process of Communication

Topic 1.4 Advantages of Formal Communication

Question (N.08/5 , N.12/4 , N.13/4)
What is formal communication? Explain in brief its major advantages.
OR
Explain clearly the advantages of a formal communication.

Question (N.10/4)
Explain the various forms of formal communication.

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Topic 1.5 Grapevine-‐as a form of informal communication

Meaning & Factors
Question (N.11/4 , M.15/5)
What are the factors that lead to grapevine communication?

Question (M.08/5)
Explain clearly the meaning of the term “Grapevine’ as applicable to
Communication.

Types
Question (N.12/5 , M.14/4, N.16/4)
Explain clearly the different types of grapevine chains in an informal
communication.
OR
Briefly explain the “Grapevine Chains” propounded by the experts in relation to
informal way of communication.

Merits & Demerits
Question (N.09/5)
What are the merits and demerits of grape-‐vine form of Communication?

Topic 1.7 Characteristics of Oral Communication & Principles
Question
What principles you would keep in mind in oral communication?

Question (M.14/5)
What important factors should be considered to make oral communication
effective?

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Topic 1.8 Merits of Oral Communication

Topic 1.9 Limitations of Oral Communication
Topic 1.10 Benefits of Written Communication
Topic 1.11 Limitations of Written Communication
Question
Elaborate merits and limitations of oral communication.

Question
Elaborate advantages and limitations of oral and written communication.

Question (M.11/4)
Explain the merits and limitations of oral communication.

Question (N.10/4, M.13/4 , N.15/5)
State reasons for selecting the oral mode of communication instead of the written
mode of communication.

Topic 1.12 Non Verbal Communication
Question
What is Chronemics?

Question (N.15/4)
Write short notes on the following:
i) Proxemics
ii) Haptics

Question (M.12/4)
What do you understand by non-‐Verbal communication ? Explain its methods in
brief

Question (M.16/4)
Explain the term ‘Paralanguage’ relating to non-‐verbal communication.

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Topic 1.14 Barriers to effective communication

Question
Explain the main barriers to communication.

Question (N.11/4, N.14/4)
What do you understand by the “Semantic Barriers” to the communication?
OR
Explain the term "Semantic Problems" as the source contributing towards noise
factor.

Question (M.11/4)
How is “noise” a barrier to effective communication?

Question (M.12/5, N.14/4 , N.16/4)
What are "Socio-‐psychological Barriers" to effective communication? Explain.

Topic 1.15 Business Letter Format
Question (N.11/4)
Draft a business letter, presuming your facts that you have received the goods
from the company and you are sending payments.

Question (M.12/4)
Mr. X has received a cheque book from his bank (Sun Bank) where he (X) has his
savings account. Write a letter to the Bank acknowledging the receipt of the
cheque book

Topic 1.16 Check List for Composing Business Messages
Question (N.07/5 , N.14/5, N.15/4)
You have been assigned the job of composing business messages. What check-‐list
would you prepare for organizing the message?
OR
Prepare the detailed checklist for composing business message in an organization.
21 OR
Prepare a check list for organizing the messages in a business firm as a job of
composing business messages being assigned to you.

Chapter 2: Interpersonal Communication 1

Chapter 2 : Interpersonal communication

Topic Topics Attempt
1 Principles of Interpersonal Communication N.10/4, N.15/4
2 Functions/ Importance of Interpersonal M.10/5, M.16/4
Communication
3 Tips for improving Interpersonal Skills M.11/8
4 Active Listening and its significance M.09/5, N.16/4, N.11/4
5 Guidelines for Active Listening M.12/4, M.14/4
6 Meaning and Importance of Critical Thinking
7 Steps required for Effective Critical Thinking
N.07/5, M.13/4, N.15/4
8 How to develop Critical thinking Or Qualities of
a Critical Thinker
9 Emotional Intelligence
10 Emotional Quotient
M.07/5, N.16/4, M.15/4
11 Competencies Associated with Emotional
Intelligence

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Topic 2.1
Principles of Interpersonal Communication
1. Interpersonal Communication is Inescapable

• Even if not trying to communicate, communicates something.
• Communication is not only through words but also through tone of
voice, gesture, posture, facial expression etc.
2. Interpersonal Communication is Irreversible
• Words uttered once cannot be taken back.
3. Interpersonal Communication is Complicated
• Two people can interpret different meaning for same word. E.g.
plant.
4. Interpersonal Communication is Contextual
• Communication does not take place in isolation.
• They are content specific;
a) Psychological context
! It refers to who are communicators and what they bring to
interaction? Their needs , desire, personality etc. i.e. all
form of psychological context
b) Relational Context
! It is concerned with the nature of interaction and reaction
and way it affects communication process.
c) Environmental Context
! It is about surrounding where communication takes place.
E.g. location, noise level, time of day etc.
d) Cultural context
! It includes learned behaviour and rules that affect
interaction. E.g. Long Direct eye Contact can be considered
rude in some situation whereas In another situation
establishing direct eye contact means Signal of
trustworthiness.
e) Situational Context
2
! Deals with Social concept of Communication.
! E.g. Class room Vs Board room. Communication taking
place in both the situation will be different.


Topic 2.2
Functions/ Importance of Interpersonal Communication
! Interpersonal Communication is important because of the following

functions it achieves:
1. Building understanding
! Words can mean very different things depending on how they are said or in
what context.
! Interpersonal Communication helps to understand better what one says in
a given context.
! How a message is said is governed by Relationship messages
! Context means Content of message.
2. Establishing Identity
We engage in Interpersonal Communication to establish an identity based
on our relationships and image we present to others.
3. Interpersonal Needs
We engage in Interpersonal Communication to fulfill interpersonal needs
like:
a. Inclusion: it is the need to establish identity with others.
b. Control: need to exercise leadership and prove one’s ability.
c. Affection: need to make friends and establish relationship.
4. Gaining Information.
To gain knowledge about another individual, so that we can interact with
them more effectively.

3



Topic 2.3 Tips for improving Interpersonal Skills

! Lines of communication must be open between people who rely on each
other to get work done.
! Poor Interpersonal Communication s skills and poor listening results in low
productivity because people lack in skills required influencing, persuade
and negotiate with others.
! Interpersonal Communication s skills are necessary for workplace success.
! To get this success, following tips are suggested:
1. Congruency in Communication Elements:
If words used in Interpersonal Communication are not in sync with
body language, facial expression, postures etc then the truthness,
sincerity and reliability of communication is adversely affected.
A consistent message ensures affective communication.
2. Listening Effectively
! Active listening is very important skill to enhance interpersonal
communication.
! Process of communication completes when message as
intended by sender is understood by receiver.
Topic 2.4 Active Listening and its significance
! Listening is often assumed to be a Natural trait, but what we regular
do is hearing but not listening.
! Hearing is through ears and listening is through mind.
! Listening happens when receiver understands the message as
intended by the sender.
Significance of Listening
! If one does not learn how to listen, a great deal of what people are trying to
tell you would be missed. Also, the appropriate feedback/response would
not be possible.
! Active listening is important for several reasons:
i. Organization: It helps organization in carrying out its mission.
ii. Individuals: It helps them to achieve growth in their career.
iii. It helps to learn about important happenings in organization.
4 iv. It helps to get information which assists in doing their jobs well.
v. It helps in building strong personal relationships.



Topic 2.5
Guidelines for Active Listening
1. Look at the person :

Stop doing other activities. Understand the speaker’s concerns and
intentions.
2. Be interested:
In what person is saying. If you can’t make yourself interested, then by
taking notes, it will keep mind and body active.
3. Listen to tone of voice, body language and gestures.
4. Restate what person said:
Restating the meaning makes sure that you understand the thing clearly.
5. Ask the question once in a while:
Doing so will keep you alert and it let the other person know you are
listening to them.
6. Beware of your own feelings and emotions.

Topic 2.6
Meaning and Importance of Critical Thinking
! It is a discipline of rigorously and skillfully using information, experience,

observation and reasoning to guide your decisions, actions and beliefs.
! It is all about working of thought process:
" Have you considered all the facts
" Have you tested your assumption
" Is your reasoning sound?
" Are you sure judgment is unbiased?
" Is your thinking process logical, rational and complete?
! This kind of rigorous and logical questioning is known as Socratic
questioning.
5 ! By bringing the critical thinking to your thought process, you stand a better
chance of being right, make sound judgment in all areas of your life. This is
an important part of “Success” and “Wisdom”.


Topic 2.7
Steps required for Effective Critical Thinking
! For applying critical thinking effectively, develop skills to;

1. Analyze cause and effect
You should be able to separate the reason of an action from the result or
outcome of that action.
2. Classify and sequence
You should be able to group or sort items according to similar
characteristics.
3. Compare and Contrast
Ability to determine how things are similar and how they are different.
4. Predict
Ability to take out logical future outcome from a given fact.
5. Evaluate
Ability to determine sound criteria for making choices and decisions.
6. Observe
Skills to get into detail of given facts and statements.
7. Rationalize
Apply law of reasoning to judge an argument and determine its pros and
cons.
8. Infer
Ability to take out hidden meaning from given fact.

6



Topic 2.8 How to develop Critical thinking Or Qualities of a Critical Thinker
To develop as critical thinker, one must be motivated to develop following
attributes:
1. Open-‐minded
Willing to accept and explore alternative approaches and ideas.
2. Well-‐informed
Knowledge of facts and events happening in surroundings.
3. Experimental
Think through ‘what if’ scenarios to create probable options and then
determine what will work and what won’t.
4. Contextual
Appropriate content should be in mind i.e. only relevant factors should
come to thought while doing critical thinking.
5. Reserved in making Conclusions
Don’t’ be in a hurry to arrive at decision. Always test whether the
conclusion is a fact or not, since only true conclusions supports decisions.
Topic 2.9 Emotional Intelligence

! Meaning: it refers to capacity to recognize your feelings and of others for
Motivating yourself and for managing emotions well in yourself and in
your relationships.
! Academic intelligence and Emotional intelligence both are different and
complement each other perfectly.
! Importance:
1. It is important that many people who are book smart but lack emotional
intelligence end up working for people who have lower IQ’s than them but
excel in emotional intelligence skills.
2. Emotional intelligence helps in building strong relationships with others.
3. It helps to manage stress benefitting physical and mental health.
4. It helps to achieve success in personal and professional life.
7
! Development: it starts developing right from childhood and strengthen in
adulthood.


Topic 2.10
Emotional Quotient
1. It is a measure of person’s emotional intelligence just like I.Q. is a measure
of personal intellect.
2. No set standards of measuring Emotional Quotient
! High emotional quotient means person would respond positively to
various emotional situations and perform well under the pressure.
3. Emotional Quotient reflects ability to make strong connections at three
levels:
" With ourselves (personal)
" With another person (one to one)
" Group (Team).
Topic 2.11
Competencies Associated with Emotional Intelligence
1. Personal Competence
! (How to manage yourself)
! Self awareness.
a) Emotional self-‐awareness
Using gut-‐sense to guide decision
b) Accurate self-‐assessment
Knowing your strength and weakness
c) Self-‐confidence
A sound sense of your self-‐worth and capabilities
d) Self-‐management
e) Emotional self-‐control
Keeping disruptive emotions and impulses under control
f) Adaptability
Flexible in adapting to changing situation.
8 g) Initiative
Readiness to act and seize opportunities.
h) Optimism


Seeing positivity in everything

i) Transparency
Display honesty, integrity and trust worthiness.
j) Achievement
Through improving performance.
2. Social Competence
! (How to manage relationship)
! (i) Social awareness
(ii) Relationship Management

a) Social Awareness
i. Empathy
Thinking about, concern of others from their view point.
ii. Service
Recognizing and meeting client or customer’s need.
iii. Organizational awareness
Being active participant in organization
b) Relationship Management
i. Inspirational Leadership
Guiding and motivating with a view
ii. Developing others
Fostering other’s ability through coaching, feedback and
guidance
iii. Teamwork and collaboration
Cooperation and team building
iv. Building bonds
Nurturing and maintaining web of relationships
v. Conflict management
Resolving disagreements
vi. Change catalyst
9 Lead into a new direction
vii. Influence
By using various tactics for persuasion


Question Bank

Topic 2.1 Principles of Interpersonal Communication
What are the principles of inter-‐personal communication?

Topic 2.2 Functions/ Importance of Interpersonal Communication
Question (M.10/5, M.16/4)
Explain the functions of interpersonal communication.

Topic 2.3 Tips for improving Interpersonal Skills
Question (M.11/8)
What are the tips for improving inter-‐personal skills in a business organization?

Topic 2.4 Active Listening and its significance
Question (M.09/5, N.16/4)
What is meant by “Active listening”? State the importance of ‘Active listening’ in
the business communication skills.

Question (N.11/4)
Explain the significance of ‘active listening’ in inter-‐personal communication skills.

Topic 2.5 Guidelines for Active Listening
What are the guidelines for “Active Listening”?

Topic 2.6 Meaning and Importance of Critical Thinking
Topic 2.7 Steps required for Effective Critical Thinking
Topic 2.8 How to develop Critical thinking Or Qualities of a Critical Thinker
Question (N.07/5, M.13/4, N.15/4)
What is meant by 'Critical thinking'? How shall you develop critical thinking?
Or
Discuss the qualities of a critical thinker.

Question (N.12/4)
10 Why is the 'critical thinking' important part of success and wisdom? What steps
are required to make it effective in a business organization?



Topic 2.9 Emotional Intelligence

Topic 2.10 Emotional Quotient
Topic 2.11 Competencies Associated with Emotional Intelligence

Question (M.07/5, N.16/4, M.15/4)
What is meant by ‘Emotional Intelligence’ and ‘Emotional Quotient’? State any six
social competencies associated with Emotional Intelligence.
OR
Discuss personal competencies that are associated with Emotional Intelligence.
OR
What is meant by ‘Emotional Intelligence’? Explain the ‘Self-‐Awareness and Self-‐
Management Personal Competencies’ associated with emotional intelligence.

11

Chapter 3: Group Dynamics 1

Chapter 3 : Group Dynamics

S.No Topics Attempt

1 Features / Characteristics of Group (N.11/4, N.13/4)
2 Group Dynamics (M.07/5)
3 Characteristics of Group Personality (M.11/4 , N.15/4)
4 Types of Group in Organization (N.12/4, M.15/4)
5 Team Roles
6 Role of a Leader in Group
7 Group Think
8 Group Conflicts (N.07/5)
9 Consensus Building (N.14/4 , N.16/5)
10 Negotiation (N.08/5), (M.11/4)
11 Negotiation Process (M.08/5)
12 Basic Rules of Negotiation (M.11/4)

1



Topic 3.1 Features / Characteristics of Group
1. Group Goals
! Every group establishes its own Group Goals. These goals provide
motivation for their existence.
2. Group Patterns of Communication (circulation of message)
! It is the pattern of message flow in a group.
3. Group Structure
! It is based upon position of members in a group.
4. Group Norms
! It is the rules of interaction in a group.
5. Group Climate
! Emotional environment of a group is based on
a) Bonding and Trust
b) Participative Spirit
c) Openness
d) High performance goals

Topic 3.2 Group Dynamics
Groups are the basic building blocks of organizations. Group is a collection of two
or more persons who have a common goal and interact with each other to
achieve the Goal.
Forces within group keep changing like entry / exit of members, change in role of
members, change in leader etc. So Nature of Group is Very Dynamic. Group
Dynamics involves study of continuously changing forces operating within a
Group.

2



Topic 3.3
Characteristics of Group Personality
Just as individuals have personality, group also develops what we may call as
“Group personality”.
Given below are characteristics of group personality.
1. Spirit of Conformity

! It means respect of Group norms, because it is a collection of
individuals with common goals and objectives.
! In order to gain recognition, admiration and respect from others,
individual member has to adhere to accepted standards of group.
2. Respect for Group Values
! Every working group has certain values and ideals which make it
different from others.
! To deal effectively with a group we must understand its values which
will guide us in forecasting its programs and actions.
3. Resistance to Change
! Group does not accept outside/social changes so easily.
! Although, group may bring its own changes, either through its leader
or by consensus.
4. Group Prejudice
! Just as individuals are not free from biasness, groups are also biased.
! In fact, individual’s biasness gets further intensified when they come
in contact of group of people having similar biasness.
5. Collective Power
! Groups are always more powerful than individuals, howsoever
influential the individual may be.
! Therefore, individuals find it difficult to speak up their minds in
group, because there is always risk of one-‐against many situations
cropping up.

3



Topic 3.4
Types of Group in Organization
1. Self Directed teams
! This is autonomous and self regulated Group of Employees authorized
to take decisions.
2. Quality Circles
! It focuses on improving productivity and work life of employees by
discussing within the organization.
! Here, a group of workers from same team meet for an hour each week
to discuss their problems, investigate causes, recommend solutions and
take corrective action.
! In short, Quality Circles is a small group who perform Quality Control
activities voluntarily within their work area.
3. Committees: are of various types like;
a) Standing Committee: Highly Empowered and permanent in nature.

b) Advisory Committee: Comprises of Experts in particular fields
c) Adhoc Committee: Set up for particular purpose and dissolved after goal in
achieved.
4. Task Force
! It is like a committee of temporary nature.

! It has power to take action, fix responsibility for investigation, results
and prior implementation of decision.
! It is important in Government organization to tackle administrative
problems.

4



Topic 3.5
Team Roles
! Team members can play various roles, which fall under three categories :
1. Self-‐Oriented Roles
! Such members tend to fulfill their personal needs so they tend to be
less productive than other members.
2. Task-‐maintenance roles
! Such members tend to bring knowledge and skill to the team; they
are willing to exchange information and helps everyone to work well
together.
3. Task-‐Facilitating role
! They help in solving problems and take decisions.
Topic 3.6
Role of a Leader in Group (He is indispensible for group discussion)
1. Establish cooperative climate that encourages group interaction

2. Help the discussion to follow smoothly and keep planned agenda on
track
3. Leader steers the discussion like a ship through troubled waters
4. He helps the group to achieve the goals.

5



Topic 3.7
Group Think
# It is the tendency of group members to seek agreement solely for
agreement’s sake.
# A group gripped by group think fails to be
" Creative
" And explore alternative solutions for problems or concerns
# Group members must question themselves and their actions to ensure
high-‐quality decision making
# There are several ways to overcome this
1. Encourage open decision
! Members should assume the role of critical evaluator in a
constructive manner
2. Divide the group into sub groups
With similar task leading to fresh perspectives.
3. Each group member discusses the group communication and actions
with trusted outsiders to obtain a third person’s view point.
4. Group should hold special meetings where group members can raise
their second opinions, doubts etc.
# Conclusion ; A group should have people from diversified walk of life. It will
help in emergence of diverse ideas, opinions and arguments which can
counter attack the effects of Group Think.

6



Topic 3.8
Group Conflicts
# Meaning: It means an express struggle between two interdependent

parties having incompatible ideas or goals.
# Reasons: Scarcity of resources, different attitudes, poor communication,
lack of team work, no clarity in Roles and responsibilities.
# There are 2 aspects in relation to conflict
o Perception -‐ It refers to some form of disagreement in which view
point of one or more members in not accepted by others.
o Expression – Two Sides must communicate / Express about the issue
to resolve the conflict.
# Types :
" It can be Intra-‐Group(i.e. conflict between members of same group)
" It can be Inter-‐Group(i.e. conflict between two or more groups)
# How to manage it effectively – Group Conflicts should be managed first by
creating a supportive climate for communication and then by putting
emphasis on :
1. Presenting ideas or options
2. Problem orientation: understanding the issues
3. Spontaneity: communicating openly and honestly
4. Empathy : understanding another person’s view point
5. Equality: asking for opinions of everyone’
6. Active listening: willingness to listen to ideas of others
Successfully managed conflicts can be constructive and can strengthen

relationships in an organization.

7



Topic 3.9
Consensus Building
# Consensus is reached when everyone agrees with the final proposal
# For consensus building, it is important that final proposal is framed after
listening carefully to everyone’s interest.
# Following points should be taken care of while engaging into the process of
consensus building:-‐
1. Problem Solving Orientation
Concerns and disagreements should be expressed in an
unconditionally constructive manner.
Approach should be like that one should behave in same fashion as
they would like others to follow.
2. Engage in Active listening :
Make sure that communication is being heard as intended.
3. Disagree without being disagreeable
One should give solutions or alternative to problems rather than
completely rejecting the idea.
4. Strive for greatest degree of Transparency possible
Final report should be open to scrutiny by anyone affected by
group’s recommendation
5. Strive to invent options for mutual gains
There should be win-‐win situation for all. Groups arrive to a
consensus only when all are getting some benefit from decision
taken.

8



Topic 3.10
Negotiation
# It occurs when two or more parties – either individuals or groups discuss
specific proposal in order to find a mutually acceptable agreement.
# It is a common way of settling conflicts in business/non-‐business matters
like negotiating for higher salary, better service or solving disputes with a
co-‐worker or family member.
# If handled skillfully :if improves position of one or both
If poorly handled : it can leave a problem still unsolved
Negotiation can be approached in four ways:
1. Win-‐lose orientation
Only one side will reach its goals. E.g. Sale of second hand car.
2. Loose-‐Loose Orientation
No one gets benefits, everyone feels like loser. E.g. if a customer
feels cheated, he will tell others about his dissatisfaction and
Company will suffer.
3. Compromise
It is better than loose-‐loose situation. It is a best option when
resources are limited. E.g. Two managers sharing a common printer.
4. Win –win orientation
It focuses on end objective each is seeking. Key is to avoid arguing
over scarce resources and focus on the achievement of final
outcome.

9



Topic 3.11
Negotiation Process
It is a 7 step process
1. Preparing
Each party gains knowledge about other party and plans their
approach. One should identify his own interest by like-‐intend –must
analysis.
2. Arguing
Each party builds his case and presents their view point. Both the
parties should listen to avoid deadlock.
3. Signaling
Deadlock is open and one party signals to the other that he is willing
to compromise.
4. Proposing
Then taking clues from signal, other party proposes some
modification and discuss various alternatives.
5. Packing
After considering all the developments, one party suggests an overall
solution. Each party signals another minimum they are ready to
accept.
6. Bargaining
Here, each party offers the concession to each other, i.e. the
minimum at which they are ready to accept proposal.
7. Closing
This is the final stage of negotiation. Both parties push each other to
arrive at a mutually agreed decision. Then a mutually accepted
decision is given a shape of written agreement and here negotiation
process completes.

10



Topic 3.12
Basic Rules of Negotiation
1. Analyze the interest of parties

It is important to understand the own requirement and understand
the other’s perception and interest level also.
2. Plan the negotiation and determine :
" Expectations
" Terms
" Non-‐ negotiable terms
" Strategy
" Interest of other parties
" Our minimum level upto which agreement can be reached
3. Select appropriate Negotiation Technique
a) Spiraling agreements: Begin the Negotiation with a particular
point and then strive to close the deal nearby that point.
b) Changing of position: formulate the proposals in a different
way , without changing the final results
c) Gathering information: ask for information from other party to
clarify their position.
d) Making the cake bigger: offer alternatives that may be
agreeable to the other party, without changing the terms. E.g.
giving some freebies on product but no change in price.
e) Commitments: Formalize agreements orally and in writing
before ending the negotiation.
4. Negotiate
Be sensitive and quick to adopt the changing situations, but do not
lose sight of the objective. Thing which could interfere with the
negotiation are;
a) Personal interest
b) Psychology of other person
11
c) Barriers in effective communication.



Question Bank
Topic 3.1 Features / Characteristics of Group

What are features of ‘groups’ in an organization?
Or Describe main characteristics of “Group” in a business organization

Topic 3.2 Group Dynamics
Question (M.07/5)
What do you understand by Group Dynamics?

Topic 3.3 Characteristics of Group Personality.
List out the characteristics of group personality under Group Dynamics.

Topic 3.4 Types of Group in Organization
Question (N.12/4, M.15/4)
Describe types of groups in organization.
OR
State the types of groups in an organization which play an important role in
solving the difficult problems in an organization.

Topic 3.8 Group Conflicts
Question (N.07/5)
What do you understand by 'Group conflicts'? How shall these be managed
effectively? Explain.

Topic 3.9 Consensus Building
Question (N.14/4 , N.16/5)
“Once the process of consensus building has begun, mediators try to assist the
parties in their efforts to generate a creative resolution of differences". Examine
this statement and also state in brief the process which should be followed by
mediators to resolve the differences between the parties.
Or
What do you mean by Consensus building in a Group ? Briefly explain the efforts
12 taken by mediators and facilitators in the Consensus building process



Topic 3.11 Negotiation Process

Question (N.08/5)
What is meant by “Negotiation”? Name the various steps which can be identified
in the process of negotiation from start to the completion of the process.

Question (M.11/4)
Explain the concept of “Negotiation”. What are its techniques?

13

Chapter 4: Communication Ethics 1

Chapter 4 : Communication Ethics

S.No Topics Attempt

1 Meaning and Elements of Ethical N.11/5
Communication
2 Factors influencing Ethical Communication M.16/4
3 Organization Values and Communication
Ethics.
4 Ethical Dilemmas in Communication M.15/4
5 Guidelines to handle communication Ethics M.13/5
Dilemmas
6 Advantages of Ethical Communication. M.12/4
7 National communication Association (NCA)
beliefs for Ethical Communication.

1



Topic 4.1
Meaning and Elements of Ethical Communication
As per National communication Association,
! Ethical communication is fundamental to

" Responsible thinking
" Decision making &
" Development of relationships
" Development of communities within and across all cultures,
channels and media
! Ethical communication enhances human worth and dignity by promoting
truthfulness, honesty, integrity, self-‐respect & respect for others
! Whereas Unethical communication, threatens the quality of
communication and well beings of Individuals and society.
Example: Hate Speech has created several riots in past.
In Nutshell, Ethical communicators have a “Well developed Sense of

Responsibility”
Elements of Ethical communication.
An Ethical Communication is One which contains following elements :-‐
1. it includes all relevant information.

2. It is true in every sense and is not deceptive in anyway
3. Accurate & sincere . Avoids use of language which is manipulative &
discriminating or exaggerates.
4. Negative communication is not hidden behind optimistic attitude
5. does not state Opinions as facts
6. Graphical Data presented accurately & should not be misleading.

2



Topic 4.2
Factors influencing Ethical Communication
1. Every communication decision has some Ethical aspect to it, Acknowledged
or Not #
! Communicator faces 3 simple choices # Speak, listen or remain
silent.
! When a person communicates information or his feelings to others,
then he must take care that his message is containing Ethical
elements. E.g. Information related to insider information should not
be disclosed as this gives unfair advantage to certain people in stock
market.
! Remaining silent in case of an unlawful behaviour or potentially
harmful situation presents a serious unethical decision. Mere Silence
sometimes amounts to implied consent.
2. Ethical Nature of communication must be considered within the context of
Who, What, When & Where #
! Suppose 4 marketing executives are sitting in a crowded coffee shop
and discussing their strategy for coming season, meanwhile
competitor overhear their conversation. Then they can be held liable
as it is the duty of communicator to take care of all four dimensions
who, what, when and where while communicating.

3



Topic 4.3
Organization Values and Communication Ethics.
! Value # Principles and Ideas which people or Organization Strongly

believes in & consider important.
! Value of Organization # To get an idea about values of Organization
one should examine its Vision and Mission statement. These
statements describe the purpose and goal of organizations and it is
placed in several places at Organization so that employees know
what organization values

! Ethical practices seems easy to recognize but deciding what is ethical
is quite difficult sometimes. Under influence of competition,
ambition, personal greed, business people sometimes makes
unethical choices.
! Example:
1. Managers writing deceptive internal report to hide their
inefficiency.
2. Company selling medical product without disclosing side effect

4



Topic 4.4
Ethical Dilemmas in Communication
It is a situation in which a person is required to take decision which may be seen
as right by one point of view and wrong from another point of view. In such
Situation, there is no clear answer and difficult to resolve dilemma
Some of the dilemmas faced while communicating are:-‐
1. Secrecy: Organization needs to keep some information secret so as to
protect itself. Example New technology under development
2. Whistle blowing: An employee who goes to public with information about
corporate fraud or negligence is known as Whistle blower. It amounts to
unethical communication when
(a) Employee is misinformed
(b) Employee misuses whistle blowing due to greed , jealousy & revenge
3. Leak : Loss of important & confidential information
It is like anonymous whistle blowing i.e. identity of person who leaks the
information does not get revealed; therefore credibility of such information
is quite low.
4. Rumours and gossips# rumours are for events & gossips are for people.
Both are spread through grape vine channel. It affect the performance
appraisals and promotional decisions of employee
5. Lying: -‐ It is a false statement intends to deceive. It break downs the trust
between individuals.
6. Euphemisms: -‐ It means using less offensive expression instead of one that
may be harsh. Eg Usage of expression ‘passed away’ instead of ‘died’.
However, use of Euphemism to hide the truth would be unethical. Example:
Use of term ‘consideration’ instead of word ‘bribe’ in government offices.
7. Ambiguity:-‐ means vagueness, it is unethical if vague terms are used
5 intentionally, so that listener cannot understand the lesson.


Topic 4.5
Guidelines to handle communication Ethics Dilemmas
! Ethical communication is fundamental to Responsible thinking, Decision

making & Development of relationships.
! Ethical Dilemmas in Communication is a situation in which a person is
required to take decision which may be seen as right by one point of view
and wrong from another point of view. In such Situation, there is no clear
answer and difficult to resolve dilemma
! Few guidelines to handle communication ethics dilemmas are:
1. Legal Considerations: If something is clearly stated in law as illegal, then
there is no dilemma. Obey the Law.
2. Moral Consideration: If intention is honest, then message is ethical even
though it may be factually incorrect. But if intention is to mislead –
message is unethical. One has to rely on own judgment & principles.
3. Maintain Candour: Candour means frankness, honesty, truthfulness in your
communication with people.
4. Keep message accurate: When you are passing on information from one
source to another, communicate original message as accurately as possible.
5. Avoid deception: Message should be true in every sense, it should not be
distorted or information is withheld.
6. Behave consistently : You must always monitor your behaviour, as it should
match with what you say to other
7. Keep confidences placed on you: When someone tells confidential
information to you and expects that you shall not divulge that information
to others, a trust is placed on you.
8. Ensure timeliness of communication: When sometimes you delay in
sending a critical message, others may not benefit from this and can
assume that you have behaved unethically.
9. Confront Unethical behaviour # you should always condemn the unethical
behaviour.
6


Topic 4.6
Advantages of Ethical Communication.
1) Positive image
2) Attract & retain competent employees
3) Less Government intervention
4) Customers loyalty and trust
5) Value Creation for all stakeholders
6) Good relationships with society

Topic 4.7
National communication Association (NCA) beliefs for Ethical Communication.
Write Meaning of Ethical communication and guidelines to handle Ethical
dilemma.

7


Question Bank

Topic 4.1 Meaning and Elements of Ethical Communication
Question (N.11/5)
What do you understand by “ethical communication”? What are its elements.

Topic 4.2 Factors influencing Ethical Communication

Question (M.16/ 4)
Explain the factors that influence Ethical Communication.

Topic 4.3 Organization Values and Communication Ethics.
Question
Write Short Notes On Organization Values

Topic 4.4 Ethical Dilemmas in Communication
Question (M.15 / 4)
State with reasons whether following statements are correct or incorrect.
i) Rumors and gossips are synonymous.
ii) Lying breaks down the trust between individuals.

Topic 4.5 Guidelines to handle communication Ethics Dilemmas
Question (M.13/5)
Suggest guidelines to handle communication ethics dilemmas.

Topic 4.6 Advantages of Ethical Communication.
Question (M.12 / 4)
Write Short Notes On Advantages of Ethical Communication
OR In What way is the ‘Ethical Communication’ advantageous to a business
8 establishment? Explain.

Chapter 5: Communicating Corporate Culture, Change and Innovative Spirits 1

Chapter 5 : Communicating Corporate Culture ,

Change and Innovative Spirits

S.No Topics Attempt

1 What is Corporate Culture
2 Elements of Culture M.13/4, M.14/4
3 Organization Wide Change
4 Reason to resist changes M.15/4
5 Reason for Acceptance of Change N.10/4, N.12/4
6 How effective communication helps in
Organization wide Change
7 Factors in communicating Change
8 Innovation-‐ Key to Success and Survival
9a Qualities a sustainable innovation organization
should posses
9b Key elements in the innovation frame work of N.14/4
an organization

1



Topic 5.1 What is Corporate Culture
• It describes the personality of organization.

• It includes elements like core values & beliefs, corporate ethics & rule of
behaviour norms prevailing in interaction inside the organization & with
outside stakeholders.
• It sets standard of behaviour for employee as to what they should do &
what not.
• It is unique to every organization.
• Strong / Weak Cultures:
Management strives to establish a Strong Culture. In Such scenario, Staff’s
response to change & innovation is high because of their alignment to
organizational values. Employee supports organization wide changes
because they understand its importance for benefit of organization.
Weak Culture is there, where there is little alignment with organizational
values. Employees are concerned with their personal gains on the cost of
organization. Control must be exercised through extensive procedures,
internal control & bureaucracy.

Topic 5.2 Elements of Culture
Elements that can be used to describe organizational culture are:-‐
1. The Paradigm: All about organization, its mission & vision.
2. Control system: Processes in place to monitor what is going on
3. Organization structure: Reporting lines, hierarchy etc.
4. Power structure: who makes decision & how power is distributed across
organization.
5. Symbols: It includes Company logo & design. It extend to symbols of power
like reserved Car parking space, executive washrooms etc.
6. Rituals & routines: Management meeting, board reports are habitual than
necessary requirements.
7. Stories & myths: Build up around past happening in an organization reflects
what is more valued in organization.

2



Topic 5.3 Organization Wide Change

Change means bringing something new or innovative in existing structure of
organization.
If change substantially alters the existing culture, it is termed as Organization
wide changes.
Example:
o Diversification (i.e. Entering into new business)
o Restructuring Operations
o Cost cutting
o Adoption of new technology.

3



Topic 5.4 Reason to resist changes

No matter whether a Change is major or minor, there are strong resistances to
change as people in organization are going to find reasons to resist change.
It is a basic principle of human behavior that any belief or value that has been
previously successful in meeting needs will resist changes. This belief make it
difficult to bring Organization wide changes swiftly.
Reasons why people resist change ;-‐
I. Potential Loss on personal Level
II. Changes in existing state or conditions
III. Fear of unknown (Uncertainty Principle)

1. Potential Loss on personal Level
• Loss of job (i.e. Job Insecurity)
• Loss of Money (i.e. Bribe or any illegal means)
• Loss of Status / Prestige / Power
• More time and efforts in job
In Short, employee has fear that change would not benefit them.

2. Changes in existing state or conditions.
• Fear of failure ! Employee fear that they may not perform so well as they
have performed in past.
• Changes in routine ! work with different people, learn new jobs and adopt
to new working environment
• Lack of competence ! Eg Old employee not able to adopt computer
technology easily.
• Negative attitude & closed mind of employee, not willing to listen
• Poor communication of management

3. Fear of unknown
" Some employee has a perception that proposed change would actually
make things worse, because of this perception they place roadblocks in
proposed changes.
4



Topic 5.5 Reason for Acceptance of Change

Changes may come as a turnaround or betterment of organization & people
working there
Factors responsible are:-‐
1. Personal Gains:
" Increased Security
" Money
" More Authority
" Status / Prestige
" Better Working Conditions
" Self-‐Satisfaction
" Better personal Contacts
" Less Time & effort
2. Other factors:
" Provide a New Challenge
" Reduce boredom
" Perception that change is necessary
" Respect for change manger
" Provides Opportunity to employee to give their input for changes
" Improve future of company! will lead to employee’s own career
growth
" Effective Communication for Change

5



Topic 5.6 How effective communication helps in Organization wide Change
1. Top Management Initiative
• Clarify doubts and communicate the advantages of changes to all
stakeholders.
• Plan, implement & supervise the changes on a Continuous basis
2. Organizational Structure
• Proper hierarchy system should be there, so that communication
gets flow down from top to bottom effectively
3. Change initiative by Leader
• Someone Visionary, persuasive and consistent has to take pain in
bringing changes in Organization. He will communicate the plan to
all.
4. Plan of Action of change
• Has to be developed and communicated by leader
5. Discussion & frequent meetings
• So that employees can communicate their feeling, concern, feedback
etc.
6. Feedback
• Maximum possible feedback should be taken.
7. Coordination
• Better coordination & cooperation is only possible when there is
effective communication between management and employees
8. Continuity
• Communication should be continuous and any roadblock should be
removed as soon as possible.

6



Topic 5.7 Factors in communicating Change

1. To Whom
• Change should be communicated to every employee, even though he
is directly or indirectly affected.
• Confidential information should be shared with only those who are
authorized.
2. What
• All information related to change should be communicated
• Need, benefits, pros and Cons of change should be communicated
• There should not be an atmosphere of uncertainty. Queries and
dilemma of all employees should be sorted.
3. When
• As soon as possible, right from the beginning of idea & till the time
change is implemented and post implementation also to take
feedback.
4. How
• Plan has to be discussed repeatedly, so that it gets into the mind of
employees. Divide the whole Plan in small series of steps and explain
them through proper organized structure.

7



Topic 5.8 Innovation – the Key to Success and Survival

# Innovation is an important factor to achieve Growth in business as it creates and
re-‐invent new markets, products, services and business model.
Business Leaders understand very well that Innovation is a factor which drives
growth and innovation is achieved by remarkable people with a passion for
problem solving, positive attitude and turning ideas into realities through
perseverance and positive attitude.

# In future, Successful business will be one which provides exceptionally well
customer service, products and continuously makes innovative improvements. To
achieve this success , business leaders have to capture the innovative mind of
their workers, and this will happen only when businesses breather, dream and
allow innovation at all levels of business.

# Creating this innovative environment is the greatest business challenge in
today’s fast paced competitive and global business world.
Innovation begins with the leader, so they must act more like a coach or team
leader rather than a boss.

8



Topic 5.9 Building Innovation enabled Organization

Topic 5.9a Qualities a sustainable innovation organization should possess :
• Vision and Strategy for Innovation

• Culture Supporting innovation
• Processes, practices and systems supporting Innovation
• Top Management team leading Innovation
• Effective Cross-‐functional teams
• Empowered employees driving innovation
• Finding the Right Balance Between Bureaucracy and Chaos

Topic 5.9b Key elements in the innovation frame work of an organization are :-‐

i. Accessibility
Major challenge in organization is to make everyone active participant.
It happens when everyone is accessible to each other at all level within the
organization.
ii. Recognize and reward innovation
Organization has to make innovation a requirement of job, it can be pushed
further among employees by recognizing and rewarding the employees.
iii. Develop company programs that encourage innovation
Placing employee in different work environments will help them to meet
new people, come across new ideas and hopefully innovate their own
unique approach
iv. Foster informal communication
Sometimes when employee have an Idea, they are asked to justify ideas ,
that paperwork involved in proposing a project is a hurdle to innovation.
Leader should get engaged in informal communication with employee to
first understand the idea and then give there feedback
v. Information
Information about changing needs of the customer is very crucial so that
organization can quickly adapt itself to cater the needs of customer.
vi. Framework
Innovative organization must constantly adapt, create and innovate.
9 Information and communication helps organization to achieve its
destination. It is a difficult challenge in balancing the flow of information
between providing too much or too little information.


Question Bank
Topic 5.1 What is Corporate Culture
Question
Write short notes on Corporate Culture

Question
What is strong/weak culture?

Topic 5.2 Elements of Culture
Question
Write short notes on Elements of Culture

Explain those elements which can be used to influence an “Organizational
Culture”.

Topic 5.4 Reason to resist changes
Question (M.15/4)
State the reasons for ‘resistance to change’ in an organization.

Question
Write short notes on Resistance to change

Question
Why is organization-‐wide change difficult to accomplish

Topic 5.5 Reason for Acceptance of Change
State the reasons for acceptance of change in an organization
OR
State the reasons for accepting the change in the present management set-‐up of
10
the corporate culture in a business organization.



Topic 5.9 Building Innovation enabled Organization

Topic 5.9a Qualities a sustainable innovation organization should possess
Question
What qualities should a sustainable innovation organization possess?

Topic 5.9b Key elements in the innovation frame work of an organization are :-‐
Question (N.14/4)
Explain the key elements involved in the innovation frame work of an
organization.

11

Chapter 6: Communication in Business Environment 1

Chapter 6 : COMMUNCATION IN BUSINESS

ENVIRONMENT

S.No Topics Attempt

1 Notice M.07/5, M.08/5 x 2,
N.08/5 x 2, M.14 / 4,
N.15/4, M.16/4.
2 Minutes N.07/5, N.09/5
3 Chairman’s Speech
4 Press Releases & Press Communiqués & Model N.13/4, M.15/4, M.16/4
Press Release
5 Corporate announcement by Stock Exchanges
6 Circular
7 Contents of Annual Report M.10 / 4

1



Topic 1.1 Notice for Annual General Meeting with four Ordinary business
ABC Chemicals Pvt. Ltd.

XYZ Towers, Delhi-‐85
Notice is herby given that 10th AGM of members of the members of ABC
Chemicals Pvt. Ltd. will be held on Friday, 22nd July 2015 at registered office of
company at XYZ Towers, Delhi at 10.00 a.m. to transact following business–
Ordinary Business
1. To receive, consider and adopt the Audited Balance Sheet of the company as
on 31st March 2015 and Profit and Loss A/c for the year ended and Auditor’s
and Directors Report thereon.
2. To declare Dividend for the year ending 31st March 2015.
3. To Appoint a Director in place of Mr. X who retires by rotation.
4. To Appoint Statutory Auditor of company and fix their remuneration.

By Order of BOD
Place ……………….
For ABC Chemicals Pvt. Ltd.
Date ……………….
Sd/-‐
ABC
(Secretary)
Notes :-‐
• A member entitled to attend and vote is entitled to appoint a proxy to attend and vote
instead of himself and the proxy need not to be a member of the company.
• Explanatory statement relating to special business is annexed to this Notice as required
under section 102 of Companies Act 2013.
• The register of members and the share transfer book of the company will remain closed
from 13th July 2015 to 22nd July 2015 both days inclusive.
• Members are requested to notify immediately change of address, if any, to company’s
registered office. While communicating to the company, please quote the folio number.
2
Shareholders desirous of Obtaining any information concerning the accounts and operations of
the company are requested to address their questions to the company’s Head office, so as to
reach at least 5 days before the date of the meeting so that the information may be made
available at the meeting to the best extent possible.


Topic 1.2 Notice for EGM for Change in Name of Company

Notice is herby given that E.G.M of members of ABC Chemicals Pvt. Ltd. will be
held on Friday, 22nd July 2015 at registered office of company at XYZ Towers,
Delhi at 10.00 a.m. to transact following business–
Special Business
1. Change in the name of company
To consider and, if thought fit, to pass, with or without modification, the following
resolution as a Special Resolution.
“RESOLVED THAT pursuant to provision of Companies Act 2013, the name of the
company is hereby changed from ABC Chemicals Pvt. Ltd. to ABC International
Chemicals Pvt. Ltd.
RESOLVED FURTHER THAT Memorandum of Association of company is hereby
Altered by substituting the existing Clause I thereof by the following Clause I:
1. The Name of company is ABC International Chemicals Pvt. Ltd.
RESOLVED FURTHER THAT the Secretary of the Company is hereby authorized to
take all such steps and actions as may be required to give effect to this
resolution.”
By Order of Board of Director
Place ……………….
Date ……………….
Sd/-‐
PQR
(Secretary)
Notes :-‐
3 • A member entitled to attend and vote is entitled to appoint a proxy to attend and vote
instead of himself and the proxy need not to be a member of the company.
• Explanatory statement relating to special business is annexed to this Notice as required
under section 102 of Companies Act 2013.


Topic 1.3 Notice for Annual General Meeting with four Ordinary business and
One Special business of Reappointment of Managing Director.

Notice is herby given that 10th AGM of members of the members of ABC
Chemicals Pvt. Ltd. will be held on Friday, 22nd July 2015 at registered office of
company at XYZ Towers, Delhi at 10.00 a.m. to transact following business–
Ordinary Business
1. To receive, consider and adopt the Audited Balance Sheet of the company
as on 21st March 2015 and Profit and Loss A/c for the year ended and
Auditor’s and
1. To declare Dividend for the year ending 31st March 2015.
2. To Appoint a Director in place of Mr. X who retires by rotation.
3. To Appoint Statutory Auditor of company and fix their remuneration.
Special Business
4. To consider and, if thought fit, to pass, with or without modification, the
following resolution as an Ordinary Resolution.

“RESOLVED THAT pursuant to provision of Section 196, 197 and other
applicable provisions, if any, of Companies Act 2013 the consent of the
Company be and is hereby accorded to the re-‐appointment of and
remuneration payable to Mr. M as Managing Director for a period of five
years w.e.f. 1st July 2015 on the following terms and conditions:

(A) Salary: Rs 2,00,000 per month
(B) Perquisites : As per List attached.
By Order of BOD
Place ……………….
Date ……………….
Sd/-‐
4
ABC
(Secretary)


Notes :-‐
• A member entitled to attend and vote is entitled to appoint a proxy to attend
and vote instead of himself and the proxy need not to be a member of the
company.
• Explanatory statement relating to special business is annexed to this Notice as
required under section 102 of Companies Act 2013.
• The register of members and the share transfer book of the company will
remain closed from 13th July 2015 to 22nd July 2015 both days inclusive.
• Members are requested to notify immediately change of address, if any, to
company’s registered office. While communicating to the company, please
quote the folio number.
Shareholders desirous of Obtaining any information concerning the accounts and
operations of the company are requested to address their questions to the
company’s Head office, so as to reach at least 5 days before the date of the
meeting so that the information may be made available at the meeting to the
best extent possible.

5



Topic 1.4 Notice of the First Meeting of the Board of Directors

Regd office : XYZ Towers, Delhi-‐85

Notice of the First Meeting of the Board of Directors

Notice is hereby given that the First meeting of the Board of Directors will be held
at the Registered Office of the company on 15th September 2017 at 3 p.m. to
transact the business as per the enclosed agenda.
You are requested to please attend the meeting

Sd/-‐
PQR
(Director)

Place : …..
Date ……..

Agenda :

(i) Election of the Chairman of the Meeting
(ii) To produce the Certificate of Incorporation, the Memorandum and the
Articles of Association.
(iii) Election of the Chairman of Company
(iv) Appointment of Managing Director
(v) Appointment of Secretary
(vi) Appointment of Auditors
(vii) Appointment of Bankers and approval of the opening of a Bank Account
and its operation
(viii) Adoption of the Company’s Seal
(ix) Approval of the Statement of preliminary expenses by the promoters
6 and adoption of the preliminary contracts and underwriting contracts
(x) Any other business with the permission of the chairman



Topic 1.5 Notice of the Subsequent Meeting of the Board of Directors


Notice: Meeting of the Board of Directors

Notice is hereby given that the meeting of the Board of Directors will be held at
the Registered Office of the company on 15th September 2017 at 3 p.m. to
transact the following :
Agenda
1. To consider and approve the minutes of the last Board meeting held on …….
2. Discussion of the progress in business
3. To consider and approve the appointment of Mr X as an Additional Director
of the Company
4. To consider and approve the buy back of equity shares of the company not
exceeding 10% of aggregate of paid up equity share capital and free
reserves.
5. To consider any other matter with the permission of the Chair.

By Order of the Board of Directors
For ABC Chemicals Pvt. Ltd
Sd/-‐
PQR
(Secretary)

Place : …..
Date ……..

7



Topic 1.6 Notice of Statutory Meeting


Notice of Statutory Meeting

Notice is hereby given that the statutory meeting of the company will be held at
the Registered Office of the company on 15th September 2017 at 3 p.m. for
considering the statutory report and for considering any other business which
ought to be considered at the meeting.

Please find enclosed a copy of the statutory report.

By Order of the Board of Directors
For ABC Chemicals Pvt. Ltd
Sd/-‐
PQR
(Secretary)

Place : …..
Date ……..

8



TOPIC 2.1 Minutes of General Meeting

Minutes of 3rd Annual General Meeting of Shareholders of ABC ltd held at
Place ………………
Date ……………....
Time ………………
Present
Mr. A Chairman
Mr. B Director
Mr. C Director
Mr. D C.A.
Mr. E Secretary
And 55 Members and 5 Proxies

Mr. A Chairman took the chair, in accordance with the articles of the company.
The quorum being present, Chairman called the meeting to order.

Notice
The Notice convening the meeting was read by secretary.

Director’s Report and Accounts.
With the consent of members present, the Director’s Report and Accounts having
already been circulated to the members were taken as read.

Auditor’s Report
The Auditor’s Report was read by Secretary

Adoption of Director’s Report, Accounts, Auditor’s report etc.
The Chairman then invited queries from the members present on Director’s
Report, Accounts and Auditor’s Report, but there was no query. Thereafter the
Chairman proposed the following resolution which was seconded by some of the
members namely………………
“Resolved that the Director’s Report, Audited Balance Sheet as on 31st March
2017 and Profit and Loss account for the year ended 31st March 2017 and
Auditor’s Report thereon be and the same are hereby received, considered and
9 adopted”
Carried unanimously



Dividend
Proposed by …………
Seconded by ………..
“Resolved that the Dividend as recommended by the Board of Directors for the
year ended 31st March 2017 at the rate of Rs. ………. per share on the equity
shares, subject to deduction of tax at source be and is hereby declared for
payment to those shareholders whose names appeared on the register of
members as on ……… 2015.”
Carried unanimously.

Directors
“Resolved that Shri …….. who retires by rotation and is eligible for re-‐appointment
to and is hereby re-‐appointed a director of company.”

Auditors
“Resolved that M/s …………. Chartered Accountants, be and are hereby appointed
Auditors of the company to hold office from the conclusion of this meeting until
conclusion of the next Annual General Meeting at a remuneration of Rs. ……..

The meeting closed with a vote of thanks to the Chair.
Dated ……………. 2017.

Sd/-‐
Chairman

10



TOPIC 2.2 Minutes of the Statutory Meeting

Minutes of the proceeding of the Statutory Meeting of Shareholders of ABC ltd
held at
Place ………………
Date ……………....
Time ………………
Present
Mr. A Chairman
Mr. B Director
Mr. C Director
Mr. D C.A.
Mr. E Secretary
And 55 Members and 5 Proxies

The Notice convening the meeting was read by secretary.

The Chairman welcomed the members and reviewed the activities of the
company since its incorporation

The chairman informed the members that a list of members of the company has
been placed on the table for inspection of members.

With the permission of the members, the Chairman read the Statutory Report. It
was moved that the Statutory Report sent to the members with the notice of the
meeting be approved. Accordingly, it was resolved that the Statutory report be
and is hereby approved

All the pre-‐incorporation and provisional contracts were approved by the
members of the company.

The meeting was ended with a vote of thanks by the members and chairman
declared the meeting closed.

11 Date Secretary Chairman



Topic 3 Chairman Speech

Dear Shareholders,
On behalf of the ABC Company Board of Directors , I am happy to welcome you to
the 35th Annual General Meeting of your company. Thanks you for your presence
here today, and for your continued support and goodwill that is critical to the
success of our company.
During Fiscal 2017, we recorded revenues of Rs 600 Crore. Our company’s annual
revenue growth was 20.1% . The operating margin was 25% compared to 26% in
fiscal 2016.
We paid and interim dividend of Rs 10 per share in October 2016 . The directors
recommend a final dividend of Rs 15 per share for year ending March 2017. This
represents 49.7% of consolidated FY 17 post-‐tax profits and is in accordance with
our stated dividend payout policy of up to 50% of post-‐tax profits.
Our Company’s performance in the last fiscal illustrates the opportunities and
challenges facing our industry. To capitalize the opportunities, it requires a strong
focus on innovation and collaboration. Mr. A , our CEO and his management
team have prepared a strategy to reengineer the business of our company and
have set a target to achieve Rs 750 Crore in revenue with a 30% operating
margin.
In addition to our business goals and commitment to drive shareholder value, our
company is focused on playing its role as a responsible corporate citizen. We
continue to contribute towards initiatives that drive societal changes in the
communities where we operate, while ensuring that our growth is sustainable.
Before I conclude, I would also like to thank other stakeholders – our clients,
vendors and partners – for their trust and support. I thanks the governments,
ministries and departments of various countries and states that we operate in,
for their continued support.
And of course, I look forward to your continued support and best wishes.
Thanks You,
12 Delhi XYZ
June 18, 2017 Chairman


Topic 4.1 Guideline for drafting Press Release

1. The press release contains worthwhile material which has some news value.
2. The press release should be written in a journalistic style.
3. It should provide facts or information of interest to the readers and should
attempt to cover all aspects of a specific subject. There should not be any loose
ends. It should be on a subject which is recent or in news.
4. The release should not be generally lengthy. It should be concise and to the
point. It has not much place for subsidiary or background material.
5. The introduction or lead should be in a summary format as it is a news story.
6. The releases should have a consistent format. Generally, the name of the
organization from where the release emanates is given on the top. The date
and place are indicted on the top right side. The release should have a title and
a sub-‐title also, if necessary. It should have a suitable introductory paragraph.
In the case of releases from non-‐official organization, it is desirable also to
mention the designation of the person issuing the release and his telephone
number.

Topic 4.2 Types of Press Releases in case of Government Organization
The press releases covering news in the case of the government are mainly of
our types – press communiqués, press notes, handouts, and unofficial stories or
unofficial hand-‐outs.

Press communiqués
1. The press communiqués are issued when some important government
decisions or announcements are made such as cabinet appointments,
conclusion of the foreign dignitaries’ visits, international agreement, etc.
2. The press communiqué is formal in character.
3. It carries the name of the ministry or department and the place the date
at the bottom left-‐hand corner of the release.
4. Generally, the press is expected to reproduce the press communiqué
13 without any substantial change.
5. No heading or subheading is given on press communiqués.



Press Notes
1. Press Notes is one of the category of Press releases used in government
Organizations.
2. They are less formal in character.
3. They are issued on important matters, e.g., raising or lowering of tariff
rates, etc.
4. The press note also carries the name of the ministry/department and the
place and date at the bottom left-‐hand corner.
5. Heading or sub-‐heading are given in press notes.

Hand-‐Outs
• They are issued on a variety of subjects and on day-‐to-‐day activities of the
ministry/department, VIP speeches, questions and answers in parliament,
etc.
• The hand-‐out is a less formal type of release and not issued under the
government’s formal authority. It bears the name of the Press Information
Bureau or other releasing agency on the top without any mention of the
ministry/department to which the release pertains. The place and date are
indicated on top at right-‐hand side.
• One of the most important common categories of hand-‐ outs relate to the
speeches of ministers or other high officials. The hand-‐out is released only
when the speech is concerned with governmental activity. No official hand-‐
out is issued if the minister has spoken in his personal capacity as a
member of a political organization.
• The speech when released to the press in the form of handout is
summarized and properly edited. A proper title and sub-‐title are given. The
full text of the speech is not released unless the subject is of very great
importance.
• While covering inaugural and other functions where VIPs make speeches,
the press release should stress on the significance of the function and try
to spell out in concrete terms the gains to the community rather than
reproducing the speech.
• The speech of the Prime Minister or of a very important dignitary at formal
14
occasions or at important gatherings is generally released in full to ensure
correct reporting. The full text is also helpful to the editors and column
writers. It is also utilized for reference purposes in the future.


Unofficial hand-‐outs
1. Unofficial hand-‐outs are issued on a subject where the government would
not like to assume official responsibility in the matter but feels that there
may be positive advantages in making information public unofficially.
2. These hand-‐outs are supplements to oral briefings.
3. They are given across the table to press correspondents and no general
release is made.
4. The unofficial hand-‐out do not have the imprint of the PIB or of other
releasing agencies.
5. The date and place are indicated at bottom left-‐hand corner.

Topic 4.3 Press Release of Private Company
PRESS RELEASE :
HEALTHCARE PHARMACEUTICAL INDUSTRIED LTD.
ANOTHER YEAR OF STARLING PERFORMANCE

Press Note......./2013. Dated.........

Place.........
Healthcare Pharmaceutical Industries Ltd, the most trusted brand, turned out
another startling performance during the year 2012-‐2013 exceeding all its
previous achievements and touching new heights of growth.
• The export of the company registered a healthy growth of 22% over the
previous year and won export promotion award.
• It launched 10 new life saving drugs including 2 very effective drugs against
heart failure and liver disorders, developed by its own R & D Department.
• The net profit of the company went up by 30%.
The company is now looking forward to the year 2013-‐14 for making new
grounds and breaking all its previous records.
Sd/-‐
15
ABC
Public Relation Officer



Topic 4.4 Press Release of Government

Press Note No. 04/2005 Released by Ministry of Corporate Affairs.
F.No. 17/78/2001/CL.V
Government of India
Ministry of Corporate Affairs
Press note – 04/2005
30th July 2005
Subject: Simplified Exit Scheme, 2005 – Extension of scheme by a further period
of one month.
1. In order to give an opportunity to defunct companies desirous of getting their
names struck off from the Register of Companies under the Companies
Act,1956 through a simplified procedure, the central government has
introduced a scheme namely, “the Simplified Exit Scheme, 2005” (SES,2005)
vide General Circular 2/2005 dated 28.1.2005. The scheme was effective from
1st February,2005 and was to come to end on 31st July,2005.
2. On account of difficulties experienced due to adverse weather conditions in
different parts of the country, it has been decided to extend the scheme by a
further period of one month up to 31.8.2005, to afford further opportunities
to defunct companies to avail the benefit of the scheme.
3. Copy of this Press Note has also been placed on the web page of the Ministry
of Corporate Affairs.

16



TOPIC 5 Corporate Announcements

Example 1
Board Meeting Announced
Company FLEX INDUSTRIES LTD.
NSE Symbol FLEX
Board Meeting Date 17-‐AUG-‐2015
Purpose Audited Accounts/Others
Details To consider and approve the Audited Annual Accounts
for the financial year ended March 31, 2015 and to fix
the day and time of the Company.
Example 2
The Sirpur Paper Mills Ltd has informed the Exchange that the production on all
machines and normal functioning at the mill at Sirpur Kaghaznagar, has re-‐started
on August 06, 2006. Insurance claim has been lodged with necessary authorities.

Example 3
Rama Newsprint And Papers Ltd has informed the Exchange that ICICI Bank Ltd
(ICICI) has withdrawn nomination of Shri Nagesh Pinge as its Nominee Director on
the Board of Directors of the Company w.e.f. August 2,2006 and has appointed
Ms. Neeta Mukherjee as its Nominee Director on the Board of the Company
w.e.f. August 2,2006.

Example 4
Wipro Ltd has informed the Exchange that the Board of Directors vide their
Circular resolution effective August 04, 2006 resolved to issue and allot 29520
equity shares of 2/-‐ each pursuant to exercise of the stock options by the eligible
employees under the Wipro Employee Stock Options Plans i.e., WESOP 1999 and
WESOP 2000.

17



TOPIC 6 Circular
XYZ Company Limited
Netaji Subhash Place, Delhi

Circular No: Date…………

To all employees

Recent surprise checks have revealed that there is considerable late coming and
in some cases, even the standard instructions for ensuring punctual attendance
are not followed. All employees are requested to strictly adhere to the arrival,
departure and lunch timing of the office. Tendency to move around in the
corridors and canteen would also be viewed seriously.

Cooperation of all employees is solicited.

TOPIC 7 Content of Annual Report
• Top Management and Profile of Directors

• Dividend History
• Share Price History
• Merger and Acquisitions
• Chairman’s Speech
• Director’s Report
• Auditor’s Report
• Standalone and Consolidated Financials containing –
o Balance Sheet
o Profit and Loss A/c
o Cash Flow Statement
o Notes and Schedules forming part of accounts
• Financial ratio and Financial performance Highlights
• Corporate Social responsibility
18 • Proxy form
• Shareholder response form



Question Bank
Topic 1 Notice

# Notice for AGM with 4 Ordinary business
Question (M.07/5)
Draft a notice for ABC’s Annual General Meeting with four ordinary businesses.

Question (N.08 / 5)
ABC Ltd. wants to hold its Annual General Meeting on 15th December, 2008 to
discuss the matters relating to ordinary business. Draft a notice along with notes
in brief for calling annual general meeting of its shareholders.

Question (M.16/4)
PQR Ltd wants to hold its Annual General Meeting on 15th September , 2016.
Draft a notice for calling Annual general meeting of its shareholders to discuss the
matters relating to Ordinary business.

# Notice for Calling EGM to change Name
Question (M.08/5)
Board of Directors of Prakash Traders Private Limited proposes to convene an
Extraordinary General Meeting for changing the name of the company to Prakash
International Private Limited. Draft the notice for calling the Extraordinary
General Meeting of the Members.

# Notice for holding Ist meeting of BOD
Question
MNP Limited was incorporated in September, 2010. Now the company wants to
hold its first meeting of the Board of Directors. Draft a notice of the said meeting
along with agenda.

19



# Notice for calling BOD meeting for

! Appointment of Additional director
! Buy back of Equity share

Question (M.08/ 5)
Draft a notice for calling the Board of Directors meeting of M/s. MN Limited
where Mr. RS is co-‐opted as an Additional Director and also to consider buy-‐back
of company’s equity shares to an extent of 10%, of issued share capital.

Question (M.14/4)
Draft a notice for calling the meeting of the Board of Directors of a company. In
this meeting, following transactions have to be proposed:-‐
i) Mr. X to be co-‐opted as an Additional Director
ii) Decision to be taken to buy-‐back company’s equity shares

Question (N.15/4)
Draft a notice for convening the Board of Directors Meeting of M/s Grow more
Limited where the agenda is to consider buy-‐back of company’s equity share
capital to an extent of 5% of its issued share capital and also where Mr. Anand is
to be co-‐opted as an additional director.

# Notice for BOD Meeting (Any 5 item as Agenda)
Question (N.08/5)
As a Secretary of AB forgings Ltd., draft a notice of a Board of Directors meeting to
consider any five items as agenda of the meeting, to be held on November 15,
2008 at the registered office of the Company at Mysore.

# Notice of Statutory Meeting
Question
TKR Limited wants to hold its statutory meeting on 20 December, 2009 to discuss
the matters relating to information of the company and incidental matters
thereto. Draft a notice along with notes in brief for calling statutory meeting of
the company.

20



Topic 2 Minutes

# Minutes of AGM
Question (N.09/5)
Fifth Annual General Meeting of the shareholders of Devrishi Limited was held on
20 August, 2009 at its registered office at Mumbai. 55 shareholders attended the
meeting in person and 6 shareholders in proxy. Several ordinary businesses
regarding adoption of audited balance sheet, declaration of dividend,
appointment and re-‐appointment of directors and auditors were transacted at
the meeting. Draft the minutes of the fifth Annual General Meeting of the
shareholders of Devrishi Limited.

# Statutory Meeting – Minutes
Question
The statutory meeting of PQR Limited was held on 20th January, 2010 at its
registered office at Kolkata. As a secretary of the company, draft the minutes of
the statutory meeting of the shareholders of the company.

# Minutes of AGM (Adoption of A/c)
Question (N.07 / 5)
Third Annual General Meeting of ABC Limited was held on 28th September, 2007.
Several business was transacted at the meeting including the adoption of annual
accounts for the year ended 31st March, 2007. The meeting was attended by 30
members in person and 5 members in proxy. Draft the minutes of the Annual
General meeting indicating how shall the adoption of accounts being one of the
business transacted at' the meeting, be recorded.

21



Topic 4 Press Releases & Press Communiqués & Model Press Release
# Press Communiqué
Question (M.15/4)
Write Short note on Press Communiqué

# Press Notes
Question (M.15/4)
Write Short note on Press Notes

# Guideline for drafting Press Release
Question (M.16/4)
Write Short note on Guideline for drafting Press Release

# Draft a Press Release
Question (N.13/4)
Your company has achieved extraordinary performance during the year 2012-‐13
in the field of ‘Healthcare’ by winning an export promotion award for exceeding
the target of exports by 20%, launched 10 new life saving drugs and increases net
profit by 30%. Draft a ‘Press Release’ incorporating all these details.

Topic 6 Circular
Draft a circular for employees insisting on punctuality.

Topic 7 Content of Annual Report
State the contents that are required for drafting an Annual Report of a Company
22

Chapter 7 Basic Understanding of Legal Deeds and Documents 1

Chapter 7 Basic Understanding of Legal Deeds and

Documents
S.No Topics Attempt
1 Legal Drafting
2 Partnership Deed N.08/5, M.09/5 , N.12/4
3 Power of Attorney M.07/5, M.08/5, N.12/4,
N.14/4
4 Lease Deed M.10/5, M.13/8
5 Affidavit N.16/4
6 Indemnity Bond M.07/5, M.09/5, M.12/4,
M.16/5
7 Gift Deed N.07/5, N.10/4, M.14/4,
8 Company MOA and AOA

Topic 1 Legal Drafting
The Legal drafting is a technical writing used by lawyers, judge and others in law
to express legal analysis and legal rights, privileges, function, status and duties.

Drafting is important because of 3 reasons:-‐
i. For obtaining Legal consultations
1 ii. For carrying out documentation
iii. For interpretation of the documents



Legal Drafting is categorized in 3 forms :-‐

1. Document
Generally, Documents is something on which things are written or printed and
which gives information and capable of being evidence. It includes electronic
document.
Sec 3(18) of the General Clauses Act 1897 states that the term ‘document’ shall
include any matter written, expressed or described upon any substance by means
of letter, figures or marks or by more than one of those means which is indented
to be used, or which may be used, for the purpose of recording that matter

2. Instrument
It means a formal legal document having legal effect, which creates or confirms a
right or records a fact .
Sec 2(14) of the Indian Stamp Act, 1899 states that ‘Instrument’ includes every
document by which any right or liability is or purports to be created, transferred,
extended, extinguished or recorded. Eg. Conveyance deed, Stock certificate,
bonds, deeds, notes, cheques etc.

3 Deed
Deeds are instruments but all instruments may not be deeds.
In ascertaining the legal effect of a transaction Court seeks the deed to determine
the intention of both the parties.
Important components of a Deed are as follow:-‐
• Heading of the document
• Date and Place of execution of the document
• Name and description of parties
• Recitals
• Terms and Conditions
• Special Rules
• Jurisdiction
• Signature of Parties
• Signature of Witnesses
The Deed must be executed on a stamp paper of prescribed value.
In case of Partnership deed, it must be sent to Registrar of Partnership firms along
2
with prescribed form duly completed for issue of acknowledgement by Registrar
of Firms. All subsequent changes must be notified to Registrar



Topic 2 Partnership Deed

Meaning – It is a written instrument laying down the constitution of Partnership
firm as per the law of Partnership in India, which is governed by Indian
Partnership Act,1932. The Act lays down provisions relating to right, duties and
liabilities of a partner, relations with the partners and with the third parties,
registration and dissolution of the firm.

Three Essential elements of partnership which must coexist before a partnership
can come into existence are : -‐
i. It must be a result of an agreement between two or more persons
ii. The agreement must be to share the profits of the business
iii. The business must be carried on by all or any of them acting for all

Partnership deed is preferred as it minimizes the challenges of disputes and
ambiguities in future.

Format of a New Partnership firm

Partnership Deed
This AGREEMENT OF PARTNERSHIP is made in the city of ………… on day of ....…..
between ……. of ………(hereinafter called the FIRST PARTY) and ……. of
……..(hereinafter called the SECOND PARTY) and ……… of …………..( hereinafter
called the THIRD PARTY) on the terms and condition set forth herein;
The Parties aforementioned mutually agree:
1. That the name of partnership shall be …………

2. The partnership shall commence on the …..day of. .... for the purpose of
carrying on the business of ……. And shall continue for……years unless
determined earlier by notice in writing by any party delivered to the other
parties.
3. The business of partnership shall be carried on at…………. and at such other
3
places as may be mutually agreed upon.
4. The capital of the partnership shall be Rs. …… which shall be contributed in
equal shares by the parties.


5. The share of the parties in profits and losses shall be equal.
6. Proper and regular Books of Account of partnership shall be maintained
and kept at the principal place of business of the partnership. Six monthly
balance sheet and Profit & Loss A/c shall be prepared under supervision of
all parties and shall be signed by each party, who shall be bound thereby
except for error discovered and rectified within 3 months thereof.
7. No partner shall carryon any other business which may be similar to the
business of partnership firm.
8. Death of a partner shall not operate as dissolution of partnership. Legal
representative of the deceased partner shall not be entitled to interfere in
the management of the affairs of the partnership but he shall be entitled
to inspect books of account and supporting vouchers for the purpose of
ascertaining his share therein and the profits accruing due thereon. He shall
not be liable for any losses incurred after the demise of the partner unless
he is taken as partner in the place of the deceased partner immediately on
such demise
9. Any dispute arising out of this partnership or as to interpretation, operation
or enforcement of terms of this partnership between the parties of their
legal representatives shall be taken up in accordance with the provisions of
the Arbitration and Reconciliation Act, 1996
In witness where of the parties above mentioned have signed this deed of
partnership.
Signature
WITNESS First Partner.…………………………..
1 ………………. Second Partner….…………………...
2 ………………. Third Partner ………………………….
3 ……………….

4



Admission of a New Partner

Partnership Deed
This DEED OF RECONSTITUTION OF PARTNERSHIP is made in the city of ………… on
day of ....….. between Mr.……. of ……… and Mr.……. of ……..(both collectively
hereinafter referred to as the Existing Partners of the one part) and Mr.……… of
…………..( hereinafter referred to as the New Partner) on the terms and condition
set forth herein;
WHEREAS Mr. …… and Mr. …………. have been carrying on business in partnership
in the name and style of M/s________________ since __________ under a Deed
of Partnership dated ________________
WHEREAS on the request of New partner, Existing Partners have agreed to
introduce him as a Partner in the partnership in consideration of New Partner
contributing Rs _________ towards his Capital contribution in the firm
1. That this agreement is supplementary to the deed of partnership dated
______ made between existing partners. Except as modified by this
agreement, the said partnership deed dated ____ shall hereinafter be read
and construed as if the same has been executed by the Existing partners
and new Partners hereto.
2. The New partner is hereby admitted with effect from ____ day of ___
3. The admission of the New Partner shall be deemed to be a Change in
constitution of the firm not involving the Dissolution of the firm.
4. The New partner shall contribute a sum of Rs _____ towards his capital
contribution in the firm.
5. The share of the parties in profits and losses shall be equal.
6. As on _ day of ____, being the date of Admission of the New Partner , the
accounts of the said partnership firm have been made and settled and
5 signed by Existing partners, which are enclosed herewith


7. The Existing partners shall be liable for all such debts and liabilities as have
been contracted before the date of admission of New partner, and New
partner shall not be liable for such debts and liabilities.
partnership.
Name and Signature of the
WITNESS Existing Partners
(1) ………………………………..
1 ……………….
(2) …………………………...
2 ……………….
Name and Signature of New
3 ………………. Partner

Retirement of a Partner

Partnership Retirement Deed
This DEED OF RECONSTITUTION OF PARTNERSHIP is made in the city of ………… on
day of ....….. between Mr.……. of ……… and Mr.……. of ……..(both collectively
hereinafter referred to as the Continuing Partners of the one part) and Mr.………
of …………..( hereinafter referred to as the Retiring Partner) on the terms and
condition set forth herein;
WHEREAS Mr. …… and Mr. …………. have been carrying on business in partnership
in the name and style of M/s________________ since __________ under a Deed
of Partnership dated ________________
6
WHEREAS the Retiring Partner expressed his desire to retire from the said firm
from the close of ____ day of ___ and the continuing partner have agreed to the
retirement of the retiring Partner


1. That this agreement is supplementary to the deed of partnership dated
______ made between Continuing partners and Retiring Partners. Except as
modified by this agreement, all other terms and conditions in the
partnership deed dated ____________ shall remain unchanged and shall be
binding on the Continuing Partners.
2. The Retiring partner hereby retires with effect from ____ day of ___
3. The retirement of the retiring Partner shall be deemed to be a Change in
constitution of the firm not involving the Dissolution of the firm.
4. The Continuing partner hereby agree to pay Rs ___ to the Retiring Partner
on or before _____ day of _____. If there is any default in payment of the
said sum, then the retiring Partner shall also be entitled to claim interest at
__ percent per annum.
5. The share of the continuing partners in profits and losses shall be equal.
6. As on _ day of ____, being the date of retirement of the retiring Partner ,
the accounts of the said partnership firm have been made and settled and
signed by the parties, which are enclosed herewith
7. It is hereby agreed that from date of retirement, retiring partner shall have
no right , title, claim or interest in the running business of the firm or its
assets including goodwill, licenses and permits held by the said firm
partnership.
Name and Signature of the
WITNESS Existing Partners
(1) ………………………………..
1 ……………….
(2) …………………………...
7
2 ……………….
Name and Signature of New
3 ………………. Partner


Topic 3 Power of Attorney

Power of Attorney to authorize CA to represent his client in front of income tax
Authorities.
Power of Attorney to appear before Income Tax Authorities
To
Sh Vinod Singh
Income Tax Officer
Ward no 70, Room No 2011
Aayakar Bhawan,
New Delhi – 110001

Respected Sir,

I , Ramesh Kumar S/o Sh Bhunesh Kumar do hereby authorize CA Atul Sukhani ,
Chartered Accountant to represent us in connection with our assessment
proceedings for the assessment year 2015-‐16 and to produce the accounts and
documents and file applications, to compromise, get refunds , inspect the file and
obtain copies connected therewith. Their explanation and statement will be
binding on me.

Ramesh Kumar

Date: 02/05/2017

Accepted :

CA Atul Sukhani
Membership No 51XXXX

8



Power of Attorney to authorize CA to represent his client in front of ROC
We the subscribers of the Memorandum and Article of Association of the
Proposed Company, hereby authorize to present the memorandum and
Article of Association and other connected documents for the registration of
the said company before the registrar of companies, Delhi and to make such
corrections/Alterations/deletions/Additions as may be required to be done by
the Registrar in the documents and also to receive the certificate of
incorporation.

General Power of Attorney
We hereby authorize CA Atul Sukhani as our Chartered Accountant to represent
us in connection with following acts :-‐
1. to give all particulars necessary for incorporation of company.
2. to give affidavit to the Registrar of Company for the purpose of
incorporation.
3. to do needful acts necessary for incorporation of the company
4. to include letter of declaration and indemnity for the purpose of
incorporation.
5. to receive documents on behalf of the members of the company.
6. to sign forms, documents and papers required for the purpose of
incorporation of the company.

Subscribers to memorandum
1 _______________
2 _______________
3 _______________
4 _______________

Date: 02/05/2017

Accepted :

9
CA Atul Sukhani
Membership No 51XXXX


Power of Attorney to authorize broker to transfer Shares and debentures on
behalf of client.

Power of Attorney to execute a deed for the transfer of shares & debentures:-‐
BY THIS POWER OF ATTORNEY, M/s. Safe Investments (full details), the firm
hereby appoints Mr. X (full details) as Attorney of the firm, to act in his name
and on his behalf and to do or execute all or any of the acts or things relating
to transfer of shares and debentures, that is to say:
1. To receive from…………(Full details), the transferee the sum of
……….(Rupees….….. only) being the price agreed to be paid to the firm by
the said transferee for the purchase of (full description of shares and
debentures) under an agreement dated…………and to give proper receipt
and discharge for the same.
2. To execute a transfer deed of the said shares and debentures
3. To present the said transfer deed for registration before the proper
registration authority, to admit the execution thereof, to do all acts,
deeds and things which may be necessary for registering the said
transfer deed.
4. To execute or to do all acts, things or deeds or assurance for the
completion of the transfer of the said shares and debentures.
AND, the firm DO HEREBY AGREE to ratify all acts, things, deeds or
proceedings lawfully done by the said Attorney on behalf of the firm and in
the name of the firm by virtue of this power of attorney and the same shall be
binding on firm in full force or effect.
IN WITNESS WHEREOF the firm have executed this power at
………………..this……..day of… 20……….

Witness:1 _______ Signature
2 _______ (Executant)

10



Topic 4 Lease Deed

• As per Section 105 of the Transfer of Property Act 1882, a lease of
immovable property is a transfer of a right to enjoy property. It is the
method of acquiring the right to use a property for consideration.
• Lease is a contract between lessor and lessee, whereby Lessor allows the
lessee to use his owned property and Lessee acquires the right to use the
property.
• Terms of contract like period of lease, amount of rent etc. are contained in
a Lease deed duly executed and signed by both the lesser and lessee.

Draft of a Lease deed
THIS DEED OF LEASE of land made on………day of ………….between A
s/o…………r/o………… (hereinafter called the ‘lessor’) and B
s/o……………r/o………….(hereinafter called the ‘lessee’)
Whereas both the lessor and the lessee agree to the following terms &
conditions:
1. That the lessor agrees to lease out the land numbering located in………….in
the District of……... to the lessee with effect from……. for a period of two
years on payment of monthly rent……… of Rs. ………..payable on the fifth
day of each month in advance.
2. That the lessee agree to take the aforesaid piece of land on lease. He shall
pay the rent hereby reserved in the manner hereinbefore stated.
3. That the responsibility to pay all rates, taxes and charges which are payable
or may so become at a future date in respect with the leased land, shall rest
upon the lessor.
4. That the lessee shall deliver the peaceful vacant possession of the leased
land to the lessor at the termination of the period of lease. Lessee
intending to vacant the leased land at an early date, shall give notice of his
intention to the lessor to vacant the leased at the expiry of the period
stated in the notice. Default in payment of rent for four consecutive
months shall entitle the lessor to enter upon the said land and terminate
the lease.
IN WITNESS WHEREOF, the lessor and the lessee have signed this deed on the day
and year first above stated.
11 Witness………….
Lessor…….………..
Lessee…….………..


Topic 5 Affidavit
An affidavit is a written statement used mainly to support certain applications
and in some circumstances as evidence in court proceedings. A person who
makes the affidavit is called the Deponent and must swear or affirm that the
contents are true before a person who has the authority to administer oaths in
respects of the particular kind of affidavit.

The model form of affidavit is given below:

I................................................ son of ...................................... aged ............................
years, residing at ............................................................................................................,
hereby declare an oath as follows:
“........................................................................................................................................
...........................................................................................................................................
...........................................................................................................................................
...........................................................................................................................................
.........................................................................................................” Sworn on this ..................the
day of …………………..................................................................................................................

Date:………………….. Signature
Place:………………….

12



AFFIDAVIT TO BE SUBMITTED WITH THE APPLICATION FOR CHANGE OF NAME
IN THE CERTIFICATE DUE TO MARRIAGE
The Registrar,
______________ University
Affidavit of Miss.___________ D/o, of Mr. _______ now Mrs. ___________, wife
of Mr_______________, aged _____ years, resident of _______________.
I, the above named deponent, solemnly affirm and state as under:
1. That I am the applicant in the application being submitted for the change in
name and as such I am fully conversant with the facts deposed to below.
2. That I pursued and passed three years Bachelors Degree in Commerce
(Hons.), Course from ________________College, affiliated to your
University under name Miss.___________from the year ____ to
______under roll No.____________.
3. That my marriage was solemnized with Mr.__________, on ____________,
That due to different surname of my husband, my name has changed from
Miss. ________________ to Mrs. __________________ .
4. That I have been selected and appointed on probation as Section Officer in
________________ and the appointing authority has advised me to submit
the Certificate confirming change of my name.
5. That I, now addressed under my changed name as Mrs. _______________
is one and the same person as Miss_________ before my marriage with Mr.
________________ was solemnized.
6. That it is necessary to issue the Certificate in the changed name.
DEPONENT
Signed at _____________ this ___ day of ____,
VERIFICATION
I, ________ the above named deponent do hereby verify on oath that the
contents of the affidavit above are true to my personal knowledge and nothing
13 material has been concealed or falsely stated.
DEPONENT


Topic 6 Indemnity Bond

• A contract of indemnity as defined under Section 124 of the Indian Contract
Act, 1872
• It is a contract by which one party promises to save the other (indemnifier)
from loss caused to him by the conduct of promisor himself or conduct of
any other person. This is also a typical contingent contract.
• A person who gives the indemnity is called indemnifier and a person for
whom protection is given is called the indemnity holder.

Draft of Indemnity Bond , to be given to company for releasing Dividend
Warrant.
Mr. A S/o Mr. V resident of Delhi do hereby agree to indemnify the XYZ Ltd for
any loss that may occur for seeking release of dividend for 150 shares of Rs 1500.
I further declare that personally I have not received the dividend warrant issued y
company for which the company is claiming that it has already been dispatched.

Date ……….. Signature
Place……….. (Mr. A)

14



Topic 6 Gift Deed

• The law relating to gifts is provided for in the Transfer of Property Act, 1882
and Indian Succession Act, 1925.
• Gift is defined as the transfer of certain movable or immovable property
made voluntarily and without consideration by one person called the
donor to another called the donee and accepted by or on behalf of the
donee.
• A gift to be valid must be accepted by the donee during the life time of
the donor. Registration of a gift often immovable property is must and
that of movable property is optional.
The model form of Gift Deed is given below:
THIS DEED OF GIFT made on this……..day of…….BETWEEN…………….. aged about
……….. years, son of………..resident of………….(hereinafter called “the Donor”) of
the one part AND.…….. ………, aged about……..years, son of………. Resident
of……….(hereinafter called “the Donee”) of the other part :
WHEREAS the Donor is the absolute owner in possession of the house situated at
………………… more specially described in the schedule hereto :
AND WHEREAS the donor has no issue and the donee is the nephew of the donor
and has been living with him since childhood.
AND WHEREAS the donor out of natural love and affection for his said nephew,
the Donee, is desirous of making gift of the said house to the donee :
NOW THEREFORE THIS DEED WITNESSES as follows :
1. That in consideration on natural love and affection of donor for the donee, the
donor hereby voluntarily transfers to the donee free from all encumbrances
whatsoever ALL the said house with ALL rights and Privileges
2. That the Donor or his heirs shall have no interest in the said house hereafter.
3. That the donee hereby accepts the said transfer made by the Donor.
4. That the value of the said house is ……………..only.
IN WITNESS WHEREOF the parties hereto have signed this deed at …………………..in
presence of the witnesses on the date and year first hereinabove written.
15
Donee …………………..
Donor………………………



Topic 7 Memorandum of Association and Articles of Association Formats

Memorandum of Association
MEMRANDUM OF ASSOCIATION OF-------------------------------------------------------PRIVATE LIMITED
(Incorporated under the Companies Act, 2013)
1. Name of the Company:

The name of the company shall be………………………………………………….
2. Registered Office:
Registered office of the company shall remain in the …………………………(Mention the state)
and at present it is at the following address:
3. Aims and Objects:

The aims and objects for which the company is established is as under: (a )
(b )
(c )
(d )and so on……..
4. Governing Body:
The names, addresses, occupation and designation of the present members of the
governing body to whom the management of the company is entrusted as required under
the Companies Act, 20136 are as follows:
__________________________________________________________S.No. Name
Addresses Occupation Designation in the Company
__________________________________________________________ (1)
(2)
(3)
(4)
(5) and so on
_______________________________________________________________
5. Desirous person
We the undersigned are desirous of forming a company namely “…………………” under the
Companies Act, 2013 in pursuance of this Memorandum of Association of the Company.
_______________________________________________________________
S. Names and Address Age Occupations Signatures of No. No. of
Subscribers Shares
___________________________________________________________ (1)
(2)
(3)
(4)
(5) and so on
16
Dated------------------This Day of ------------- at--------



Articles of Association
Articles OF ASSOCIATION OF.................................................PRIVATE LIMITED (Company
Limited by Shares ) (Incorporated under the Companies Act, 2013)
1. The Regulation contained in the table ‘F’ in the First Schedule to the Companies Act,
2013 shall apply to this company so far only as they are not inconsistent with any of
the provisions contained in these regulations are made in these Regulations.
2. In these Regulations :
• The “Act” means the Companies Act, 2013, or any statutory modification or Re-‐
enactment thereof for the time being in force. “The Company” means “————
——————————————————————————————— -‐ PRIVATE
LIMITED”
• “Directors” means the Directors for the time being of the company or as the case
may be, the Directors assembled at a Board.
• “The Seal” means the Common Seal of the Company.
3. The Company is a Private Company within the meaning of Section 2(68)) of the Act
and accordingly:
a) The right to transfer the shares of this company shall be restricted in the manner
and to the extent as appearing in these Regulations.
b) The number of members of the Company shall be limited to 200 not including:
i. Persons who are in the employment of the Company, and
ii. Persons who having been formerly in the employment of the Company, were
members of the Company while in that employment and have continued to be
members after the employment ceased.
c) No invitation shall be issued to the public to subscribe for any shares in or
debentures of this company.
4. The Business of the Company may be commenced as soon as the Directors think fit.
5. (a) The Authorized Share Capital of the Company is ……divided into……. Equity
Shares of ......each with power to increase, sub-‐divide, consolidate or reduce
the
Capital subject to the provisions of the Companies Act, 2013.
(b) The Company shall have power to issue preference share including redeemable
preference shares.
(c) The Company shall have powers to issue shares as per the provisions of Section
53 of the Act or any statutory modification thereof.
(d) Subject to the provisions of these Articles, the shares shall be under the control
of the Board,
6. Subject to the restrictions hereinafter provided, shares in the Company shall be
transferable by written instrument.
17 7. The transferor shall be deemed to remain the holder of shares until the name of the
transferee is entered on the register of members in respect thereof.



8. a) The Board may refuse to register any transfer of shares
i. Where the share is not fully paid up:
ii. When the Company has a lien on the said share or shares:
iii. Without stating any reason there for where it is not proved to their satisfaction
that the proposed transferee is a responsible person:
iv. Where the Board is of opinion that the proposed transferee is not a desirable
person to admit to membership.
b) If the Board of Directors refuse to register the transfer of shares the Board shall
within 2 months of the date on which the application of transfer was lodged with the
Company, give notice of refusal to the transferor and transferee.
9. The Board of Directors may decline to register any transfer of shares until the
instrument of transfer is accompanied by the share certificate.
10. No shares of the company shall except as hereinafter provided by transferred unless
and until the rights of pre-‐emption hereinafter conferred shall have been exercised.
11. At the expiration of the said twenty one days subject to the provisions of Section 56 of
the Companies Act, 2013 the Company shall allocate the said shares amongst the
member or members who shall have expressed his/her or their willingness to
purchase.
12. In the event of the whole or part of the shares not being sold under Articles 11 hereof,
vendor may at any time within six calendar months after the expiry of the said twenty
one days transfer the shares not so sold to any person at any price.
13. a) On the death of a member in the case of joint holding the survivor or survivors
shall be the only persons recognized by the Company as having any title to
his/her interest in the shares.
b) The executor or Administrators or holders of a Succession Certificate or the legal
representative of a deceased member (not being one or more joint holders) shall
be the only persons recognized by the Company as having any title to the shares
registered in the name of such members.
14. The quorum for a General Meeting of the Company shall be two members present in
person.
15. An Annual General Meeting of the Company may be convened by giving not less than
21 days notice in writing. All other General Meeting may be convened by giving not
less than
7 days notice in writing.
16. The provision of Sections 98 to 109 of the Companies Act, 2013, shall not apply to this
Company. The proxy shall be a member of this Company.
17. Until and otherwise determined at a general meeting the number of Directors shall be
not less than two and not more than twelve including all kinds of Directors.
18
18. A Director of the Company shall not be required to hold any qualification share.
19. The Chairman for each meeting shall be appointed amongst the Directors to conduct
the proceedings of the meeting.


20. The Board of Directors shall have power to appoint additional Directors, as per the
provisions of Section 161of the Act or by any statutory modifications thereof.,
21. No Director shall be disqualified from his office by contracting with the Company nor
shall such contract entered into by or on behalf of the company in which any Director
is in any way interested, nor shall any Director so contracting or being so interested be
liable to account to the company any profit realized by any such contract by reason
only of such Directors holding such office or of that fiduciary relationship.
22. All acts done by the Directors or by a Committee of Directors or by any person acting
as Director shall notwithstanding that if be afterwards discovered that there was
some defect in the appointment of any such Director or person acting as aforesaid or
that they or any of them were disqualified be as valid as if every such person had
been duly appointed.
23. The power and responsibilities of the Board of Directors of the Company shall be as
laid down in the Companies Act, 2013 thereof.
24. Subject to the provisions contained in Section 174 of the Act, the quorum for a
meeting shall be one third of its total strength (any fraction contained in that one
third being rounded off as one) or two directors whichever is higher.
25. The Board of Directors may, from time to time secure the payment of such money in
such manner and upon such terms and conditions in all respects as they think fit.
26.. The Company in general meeting may declare Dividends but no Dividends shall exceed
the amount recommended by the Board.
27. The Board from time to time pays to members such interim dividends as appeared to
it be justified by the profits of the Company.
28. The Company in general meeting may, upon the recommendations of the Board,
resolve to capitalize any part of the amount for the time being standing to the credit
of any of the company’s reserve accounts or to the credit of the profit and loss
account or otherwise available for distribution and to apply the same for paying up
any amounts for the time being.
29. The Board may deduct from any dividend payable to any member of all sums of
money, if any, payable by him to the company on account of calls or otherwise in
relation to shares
of the company.
30. The Seal of the Company shall not be affixed to any instrument except by the
authority of a resolution of the Board or a Committee of the Board authorized in
that behalf.
31. Every Director, Manager and other officers and Auditors of the company or their
respective heirs, administrators or Executors shall be indemnified by the company
against all actions, costs, losses, expenses which they or any of them or any of their
heirs, Administrators or executors may incur or become liable to by reason of any
contract entered into or at or thing done by him.

19



We, the several persons whose names, addresses and descriptions are subscribed
hereunder are desirous of being formed into a company, in pursuance of this Articles of
Association.

SL. No. Names, No. of shares Signature of Names, Address

Address and Taken by the Description and
Occupations of each Subscriber Occupations of
Subscriber Witnesses

Dated …………………….This Day of ………………………….at………………….

20



Question Bank
Topic 2 Partnership Deed

State the various components which are required to draft a partnership deed.

Question (N.09/5)
A partnership firm constituted by A, B and C. A, the partner of the firm, expressed
his desire to retire from the partnership firm by Mutual consent.
Draft a “Partnership Retirement Deed”.

Topic 3 Power of Attorney
Question (M.07/5)
Draft a ‘Power of Attorney’ by subscribers of Memorandum of Association of the
Company authorizing a Chartered Accountant to appear before the Registrar of
Companies to do the needful for the purpose of incorporation of the Company

Draft a 'Power of Attorney' by an assesse authorizing a professional to appear
before the Income Tax Authorities in respect of the pending taxation matter.

Question (N.12/4)
M/s. Safe Investments, a firm of partners A and B, appoint and authorize Mr. X
giving powers to sell and sign transfer deeds for transfer of shares and
debentures by executing an instrument of the "Power of Attorney". Draft such
instrument of the "Power of Attorney" of the firm.

Topic 4 Lease Deed

Question (M.13/8)
Explain lease deed and Draft a Lease deed assuming necessary facts

Question (M.10/5)
The Board of Directors of RSP Limited agrees with X to hire his (X's) flat at NOIDA
21 on lease for ten years @ 20,000 per month for marketing office of the company.
You are a senior executive of the Board and the board asks you to prepare the
lease deed for the agreement. Draft a lease deed.



Topic 5 Affidavit
Question (N.16/4)
Explain Affidavit . Draft an Affidavit certifying that SF Ltd does not have any tax
dues to Central Government.

Topic 6 Indemnity Bond
Question (M.16/5)
What is an Indemnity Bond? Mr. Ajay Sinha has not received a dividend warrant
of Rs 1500 for 150 Shares of XYZ ltd. Draft an indemnity bond, to be given to the
company, for seeking release of dividend.

Question (M.07/5)
Mr. A has not received a dividend warrant of 1,500 for 150 shares of XYZ Ltd.
Draft an indemnity bond, to be given to the company for seeing release of
Dividend.

Question (M.09/5)
SVA Limited dispatched Bonus Share Certificate to Mr. R.R did not receive the
Bonus Share Certificate as it was lost in the transit. R applied to the company to
issue the Bonus share certificate in duplicate. SVA Limited asked Mr. R to submit
an Indemnity Bond so that Bonus Share Certificate in duplicate may be issued to
him. Draft an Indemnity Bond to be given by R to the company for seeking
release of Bonus Share Certificate in duplicate.

Question (M.12/4)
Mr. V is a shareholder of M/s Brown Limited, holding 150 Equity shares of Rs 10
each, on which the company has declared a total dividend of Rs 1500 for the year
2011-‐12. Mr. V did not receive the dividend warrant sent by the company. Draft
an “Indemnity Bond” to be sent to the company requesting the company to issue
a duplicate dividend warrant.

22



Topic 7 Gift Deed

Question
Write a short note on: Gift deed

Question (M.14/4)
Draft a ‘Gift Deed’ assuming your own facts regarding parties and subject
matter relating to gift.

Question (N.07/5)
J desires to gift out her flat in Mumbai in City Cooperative Society registered
under the Maharashtra Cooperative Societies Act, 1960, to her brother A.
Stating the legal requirements to be complied with, draft a Gift Deed. Take your
own data regarding date, flat no., floor area etc.

Question (N.10/4)
X desires to gift his flat to Y. Draft a gift deed.

23

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Chapter

1: Essentials of Communication 1

Chapter 1 : ESSENTIALS OF COMMUNICATION

Topic Topics Attempt

1. Growth in size and multiple location of organization

Topic 1.2 Process of Communication

Topic 1.3 Formal Communication

Level A – Board of Directors

Level B – Managing Director

Level C –Departmental Mgr

# Direction in which Communication is sent

Topic 1.4 Advantages of Formal Communication

Topic 1.5 Grapevine-­‐as a form of informal communication

# Topic 1.5.3Types of Grapevine

# Topic 1.5.5 Demerits of Grapevine

Topic 1.6 Inter-­‐departmental Communication

% Departments: in an organization are responsible for different functions of

Topic 1.7 Characteristics of Oral Communication & Principles

Topic 1.7.1 Characteristics Topic 1.7.2 Principles (Imp factor to

Topic 1.8 Merits of Oral Communication

1. More Personal & informal

Topic 1.9 Limitations of Oral Communication

1. Ability to simultaneously think as you speak

Topic 1.10 Benefits of Written Communication

1) Better for complex matters, facts & opinions

Topic 1.11 Limitations of Written Communication

Topic 1.12 Non Verbal Communication

% Words are not the only way we communicate

Topic 1.13 Benefits of effective communication

i. Planning "Establish & disseminate goals of organization.

Benefits of Effective communication

& Quicker Problem Solving

Topic 1.14 Barriers to effective communication

Causes of communication breakdown are:-­‐

Topic 1.15 Business Letter Format

1. Recognize good organization.

Topic 1.5 Grapevine-­‐as a form of informal communication

Topic 1.8 Merits of Oral Communication

Topic 1.14 Barriers to effective communication

Chapter 2 : Interpersonal communication

1. Interpersonal Communication is Inescapable

! Interpersonal Communication is important because of the following

Topic 2.3 Tips for improving Interpersonal Skills

1. Look at the person :

! It is a discipline of rigorously and skillfully using information, experience,

! For applying critical thinking effectively, develop skills to;

Topic 2.9 Emotional Intelligence

Seeing positivity in everything

Topic 2.9 Emotional Intelligence

Chapter 3 : Group Dynamics

S.No Topics Attempt

Given below are characteristics of group personality.

1. Spirit of Conformity

1. Self Directed teams

3. Committees: are of various types like;

a) Standing Committee: Highly Empowered and permanent in nature.

! It is like a committee of temporary nature.

3. Task-­‐Facilitating role

! They help in solving problems and take decisions.

1. Establish cooperative climate that encourages group interaction

# Meaning: It means an express struggle between two interdependent

Successfully managed conflicts can be constructive and can strengthen

Negotiation can be approached in four ways:

Topic 1.5 Grapevine-‐as a form of informal communication

Topic 1.6 Inter-‐departmental Communication

Causes of communication breakdown are:-‐

Topic 1.5 Grapevine-‐as a form of informal communication

3. Task-‐Facilitating role

An Ethical Communication is One which contains following elements :-‐

Some of the dilemmas faced while communicating are:-‐

Legal Drafting is categorized in 3 forms :-‐