Daily Compliance Dose

Section III – Sch V

When the Company is newly incorporated company it may pay remuneration to Managerial Personnel up to the two times remuneration permissible under Section II of Sch V till seven years from date of incorporation.

See you tomorrow.

Saturday, May 21, 2016

Appointment of Additional Director


Note: Click on link to get document / format in word.



1. To Check:



(a)   Check provisions in Articles regarding authority to board to appoint   Additional Director.
(b)   Appointee must have DIN No.

(c) After appointment, Directorship (including alternate Directorship) of the Appointee Director shall not be exceed Public Companies and in total 20 Companies.

2. To obtain from Appointee  
          (a) Form DIR-2 (consent letter)
          (b) Form DIR-8 (intimation by director – other directorships and not disqualified).
          (c) Form MBForm MBP-1(Notice of interest by director)  

3. Hold Board Meeting. Pass resolutions for :

4. To file with ROC
(a) Form DIR-12 within 30 days
Attachments: DIR-2(consent letter), Appointment Letter, Interest in other entity
5. To make entries in
(a) Registers of Directors.
(b) Register MBP – 4 (PART B).

6. Step require to be taken By Appointee Director

To give intimation of his appointment in Form MBP-1 to other companies in which he is Director. Other Companies shall pass resolution in next Board Meeting taking note of the said Form MBP-1.



Documents / Information required from Appointee:
1.     DIN No.
2.     DSC (for din application if din not there)
3.    Form DIR 2 (Consent letter)
4.     Email Id
5.     Mobile Number
6.     PAN
7.     Address proof
8.     Occupation
9.  No. of companies in which Appointee is already a Director
10.  Names of the companies in which Appointee is a Managing Director, Chief Executive Officer, Whole time Director, Secretary, Chief Financial Officer, Manager
11.  Particulars of membership No. and Certificate of practice No. if the Appointee is a member of any professional Institute.
12.  Interest in other entity


Regularisation of Additional Director at Next AGM:


1.   To receive Notice under Section 160 from Director himself / Member along with Rs.1 lac at least14 days in advance from the date of AGM for proposing candidature - Not applicable to Private Company.



2.   At AGM, pass ordinary resolution for appointment.



3.   To file with ROC:



(a)  Form DIR-12 within 30 days of AGM for change of designation from Additional Director to Director. No attachments.


4.   To Refund Rs. 1 lac to the Director himself / member, as the case may be in case Additional Director appointed at AGM or he secure more than 25% of total valid votes case on such resolution – Not applicable to Private Company.
 

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