Ministry of Corporate Affairs latest Notification amend rule 8A and rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2O14
Ministry of Corporate
Affairs latest Notification dated 03rd January 2019
In exercise of the
powers conferred by sub-section (1) of section 203 of the companies Act, 2Ol3
read with section 469 of the said Act, the central Government hereby makes the
following rules further to amend the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2O14
Sec 203 of Companies Act
2013
Every company belonging
to such class or classes of companies as may be prescribed in *Rule 8 and **8A shall have the following whole-time key
managerial personnel,—
(i) Managing director, or Chief Executive Officer or manager and in their absence, a whole-time director;
(ii) company secretary;
and
(iii) Chief Financial
Officer :
Provided that an
individual shall not be appointed or reappointed as the chairperson of the
company, in pursuance of the articles of the company, as well as the managing
director or Chief Executive Officer of the company at the same time after the
date of commencement of this Act unless,—
(a) the articles of such
a company provide otherwise; or
(b) the company does not
carry multiple businesses:
*Rule 8
Every listed company and
every other public company having a paid-up share capital of ten crore rupees
or more shall have whole-time key managerial personnel.
**Rule 8A
A company other than a
company covered under rule 8 which has a paid up share capital of five crore
rupees or more shall have a whole-time company secretary
👉🏻
MCA amends the Rule 8A and provides that every private company which has a paid
up share capital of ten crore rupees or more shall have a whole -time company
secretary.
Sec 204 of Companies Act
2013
(1) Every listed company
and a company belonging to other class of companies as prescribed
in ***Rule 9 shall
annex with its Board’s
report made in terms of sub-section (3) of section 134, a secretarial
audit report, given by a company secretary in practice, in such
form as may be prescribed in ***Rule 9.
(2) It shall be the duty
of the company to give all assistance and facilities to the company secretary
in practice, for auditing the secretarial and related records of the company.
(3) The Board of
Directors, in their report made in terms of sub-section (3) of section
134, shall explain in full any qualification or observation or other
remarks made by the company secretary in practice in his report under
sub-section (1).
(4) If a company or any
officer of the company or the company secretary in practice, contravenes the
provisions of this section, the company, every officer of the company or the
company secretary in practice, who is in default, shall be punishable with fine
which shall not be less than one lakh rupees but which may extend to five lakh
rupees.
***Rule 9
(1) For the purposes of
sub-section (1) of section 204, the other class of companies shall be as
under-
(a) Every public company
having a paid-up share capital of fifty crore rupees or more;
or
(b) Every public company
having a turnover of two hundred fifty crore rupees or more;
👉🏻
Further, the MCA has also amended the Rule 9 to extent the scope of Secretarial
Audit Report and added a clause (c) that every company having outstanding loans
or borrowings from banks or public financial institutions of one hundred crore
rupees or more.
#Orporate
Comments
Post a Comment