What is Form 26AS of Income Tax ?
A taxpayer may pay tax in any of the following forms:
How to View Form 26AS
Form 26AS can be downloaded: On the TRACES website, Or via Net Banking Facility of authorized banks Go to https://incometaxindiaefiling.gov.in and Login using your income tax department login & password. If you don’t have an account, you’ll need to Register first (see the button on top of LOGIN).
- Published in What is Form 26AS?
Classification of goods and services – Name of the classes under TRADEMARKS RULES, 2002
THE FOURTH SCHEDULE TO TRADEMARKS RULES, 2002
Classification of goods and services – Name of the classes
Class 1. Chemical used in industry, science, photography, agriculture, horticulture and forestry; unprocessed artificial resins, unprocessed plastics; manures; fire extinguishing compositions; tempering and soldering preparations; chemical substances for preserving foodstuffs; tanning substances; adhesive used in industry
Class 2 . Paints, varnishes, lacquers; preservatives against rust and against deterioration of wood; colorants; mordants; raw natural resins; metals in foil and powder form for painters; decorators; printers and artists
Class 3 . Bleaching preparations and other substances for laundry use; cleaning; polishing; scouring and abrasive preparations; soaps; perfumery, essential oils, cosmetics, hair lotions, dentifrices
Class 4 . Industrial oils and greases; lubricants; dust absorbing, wetting and binding compositions; fuels(including motor spirit) and illuminants; candles, wicks
Class 5 . Pharmaceutical, veterinary and sanitary preparations; dietetic substances adapted for medical use, food for babies; plasters, materials for dressings; materials for stopping teeth, dental wax; disinfectants; preparation for destroying vermin; fungicides, herbicides
Class 6. Common metals and their alloys; metal building materials; transportable buildings of metal; materials of metal for railway tracks; non-electric cables and wires of common metal; ironmongery, small items of metal hardware; pipes and tubes of metal; safes; goods of common metal not included in other classes; ores
Class 7 . Machines and machine tools; motors and engines (except for land vehicles); machine coupling and transmission components (except for land vehicles); agricultural implements other than hand-operated; incubators for eggs
Class 8 . Hand tools and implements (hand-operated); cutlery; side arms; razors
Class 9. Scientific, nautical, surveying, electric, photographic, cinematographic, optical, weighing, measuring, signalling, checking (supervision), life saving and teaching apparatus and instruments; apparatus for recording, transmission or reproduction of sound or images; magnetic data carriers, recording discs; automatic vending machines and mechanisms for coin-operated apparatus; cash registers, calculating machines, data processing equipment and computers; fire-extinguishing apparatus
Class 10. Surgical, medical, dental and veterinary apparatus and instruments, artificial limbs, eyes and teeth; orthopaedic articles; suture materials
Class 11. Apparatus for lighting, heating, steam generating, cooking, refrigerating, drying ventilating, water supply and sanitary purposes
Class 12 . Vehicles; apparatus for locomotion by land, air or water
Class 13. Firearms; ammunition and projectiles; explosives; fireworks
Class 14. Precious metals and their alloys and goods in precious metals or coated therewith, not included in other classes; jewellery, precious stones; horological and other chronometric instruments
Class 15. Musical instruments
Class 16. Paper, cardboard and goods made from these materials, not included in other classes; printed matter; bookbinding material; photographs; stationery; adhesives for stationery or household purposes; artists’ materials; paint brushes; typewriters and office requisites (except furniture); instructional and teaching material (except apparatus); plastic materials for packaging (not included in other classes); playing cards; printers’ type; printing blocks
Class 17. Rubber, gutta-percha, gum, asbestos, mica and goods made from these materials and not included in other classes; plastics in extruded form for use in manufacture; packing, stopping and insulating materials; flexible pipes, not of metal
Class 18. Leather and imitations of leather, and goods made of these materials and not included in other classes; animal skins, hides, trunks and travelling bags; umbrellas, parasols and walking sticks; whips, harness and saddlery
Class 19 . Building materials, (non-metallic), non-metallic rigid pipes for building; asphalt, pitch and bitumen; non-metallic transportable buildings; monuments, not of metal.
Class 20 . Furniture, mirrors, picture frames; goods(not included in other classes) of wood, cork, reed, cane, wicker, horn, bone, ivory, whalebone, shell, amber, mother- of-pearl, meerschaum and substitutes for all these materials, or of plastics
Class 21 . Household or kitchen utensils and containers(not of precious metal or coated therewith); combs and sponges; brushes(except paints brushes); brush making materials; articles for cleaning purposes; steelwool; unworked or semi-worked glass (except glass used in building); glassware, porcelain and earthenware not included in other classes
Class 22 . Ropes, string, nets, tents, awnings, tarpaulins, sails, sacks and bags (not included in other classes) padding and stuffing materials(except of rubber or plastics); raw fibrous textile materials
Class 23 . Yarns and threads, for textile use
Class 24 . Textiles and textile goods, not included in other classes; bed and table covers.
Class 25 . Clothing, footwear, headgear
Class 26 . Lace and embroidery, ribbons and braid; buttons, hooks and eyes, pins and needles; artificial flowers
Class 27 . Carpets, rugs, mats and matting, linoleum and other materials for covering existing floors; wall hangings(non-textile)
Class 28 . Games and playthings, gymnastic and sporting articles not included in other classes; decorations for Christmas trees
Class 29 . Meat, fish, poultry and game; meat extracts; preserved, dried and cooked fruits and vegetables; jellies, jams, fruit sauces; eggs, milk and milk products; edible oils and fats
Class 30 . Coffee, tea, cocoa, sugar, rice, tapioca, sago, artificial coffee; FLOUR AND PREPARATIONS MADE from cereals, bread, pastry and confectionery, ices; honey, treacle; yeast, baking powder; salt, mustard; vinegar, sauces, (condiments); spices; ice
Class 31. Agricultural, horticultural and forestry products and grains not included in other classes; live animals; fresh fruits and vegetables; seeds, natural plants and flowers; foodstuffs for animals, malt
Class 32 . Beers, mineral and aerated waters, and other non-alcoholic drinks; fruit drinks and fruit juices; syrups and other preparations for making beverages
Class 33 .Alcoholic beverages(except beers)
Class 34 . Tobacco, smokers’ articles, matches
Trademark SERVICES Class
Class 35 .Advertising, business management, business administration, office functions.
Class 36 .Insurance, financial affairs; monetary affairs; real estate affairs.
Class 37 . Building construction; repair; installation services.
Class 38. Telecommunications.
Class 39. Transport; packaging and storage of goods; travel arrangement.
Class 40. Treatment of materials.
Class 41. Education; providing of training; entertainment; sporting and cultural activities.
Class 42. Scientific and technological services and research and design relating thereto; industrial analysis and research services; design and development of computer hardware and software.
Class 43. Services for providing food and drink; temporary accommodation.
Class 44. Medical services, veterinary services, hygienic and beauty care for human beings or animals; agriculture, horticulture and forestry services.
Class 45. Legal services; security services for the protection of property and individuals; personal and social services rendered by others to meet the needs of individuals.
(Parts of an article or apparatus are, in general, classified with the actual article or apparatus, except where such parts constitute articles included in other classes).
TMclass: TMclass helps you to search for and classify Goods and Services (terms) needed to apply for trademark protection.
- Published in Trademark Registration
Amendment in Limited Lability Partnership (LLP) Registration
LLP is an alternative corporate business form that gives the benefits of limited liability of a partnership and the flexibility of a partnership.
The LLP can continue its existence irrespective of changes in partners. It is capable of entering into contracts and holding property in its own name.
The LLP is a separate legal entity, is liable to the full extent of its assets but the liability of the partners is limited to their agreed contribution in the LLP.
LLP form is a form of a business model which/ Advantage of LLP
(i) is organized and operates on the basis of an agreement.
(ii) provides flexibility without imposing detailed legal and procedural requirements
(iii) enables professional/technical expertise and initiative to combine with financial risk-taking capacity in an innovative and efficient manner
Note:
Please note that as a part of process re-engineering of LLP Incorporation related forms viz. Form 1, Form 2 with linked forms Form 2A /17/18, Form 5, the ‘Pay Later’ option would be temporarily disabled for use in respect of these forms with immediate effect till 1st October 2018.
Process Re-engineering of LLP-Incorporation related forms – Precautions to be taken by professionals and users Please click here for more details
COMPONENTS OF STARTUP INDIA
Simplification & Handholding
- Compliance regime based on self-certification: The idea is to reduce the regulatory burden on startups, so that they can focus on their core business and keep the cost of compliance low. The regulatory regimes will thus be made simpler and flexible; inspections more meaningful and simple.
- Startup India Hub: Creation of a single point of contact for the entire startup ecosystem to enable the exchange of knowledge and access of funding. The Government will be the main stakeholder and will collaborate with Central and State Governments, Indian and foreign VC’s, angel networks, banks, incubators, legal partners, consultants, universities and R&D institutions.
- Rolling Out of Mobile App and Portal: It will act as an interacting platform for startups with the Government and regulatory institutions. This will be made available from 1st April, 2016 on all leading mobile/ smart device platforms.
- Legal Support and Fast: Tracking Patent Examination at Lower Costs- To promote and create awareness in startups about IPRs and ensure continuous growth and development of new startups, this scheme will make the task of filing patents easier.
- Relaxed norms of Public Procurement for Startups: The aim is to provide equal opportunity to Startups as compared to experienced companies. The Government will exempt startups from the criteria of ‘Prior experience/ Turnover’ in case of tenders floated by Government or by PSU’s, without relaxation in the quality parameters.
- Faster Exit for Startups: The Action Plan will make it easier for Startups to wind up operations in case they fail to succeed. An insolvency professional will be provided to the Startups, who will be in-charge of the company for liquidating the assets and paying the creditors in six months time. This process will accept the concept of limited liability.
Funding support & Incentives
- Provide funding support to startups: The Government will set up an initial fund of Rs.2,500 crore per year and a total of Rs.10,000 crore over a period of 4 years
- Credit Guarantee for Startups: To encourage Banks and other Lenders to provide Venture Debts to startups, Credit guarantee mechanism through National Credit Guarantee Trust Company (NCGTC)/ SIDBI is being considered with a budget of Rs.500 crore per year for the next four years.
- Tax Exemptions on Capital Gains: To promote investments into Startups, the Government will give tax exemption to those who have capital gains during the year and have invested such capital gains in the Fund of Funds recognized by the Government.
- Tax Exemption to Startups for Three Years: To address the working capital requirement, stimulate the development of Startups in India and provide them a competitive platform, the profits of Startups will be exempted from Tax for a period of 3 years.
- Tax Exemption on Investments over Fair Market Value: Investment by incubators in Startups will be exempted from Tax.
Industry – Academia Partnership & Incubation
- Organizing Startup Fests for Showcasing Innovation and Providing a Collaboration Platform: To strengthen the Startup ecosystem in India, the Government has proposed to introduce Startup fests at both national and international levels. This will be a platform for the Startups in India, to showcase their work and ideas and work with a larger audience comprising of potential investors, mentors and fellow Startups.
- Launch of Atal Innovation Mission (AIM) With Self Employment and Talent Utilization (SETU) Program: This will serve as a platform for promoting world- class innovation hubs, grand Challenges, Startup businesses and other self employment activities particularly in technology driven areas.
- Harnessing Private Sector Expertise for Incubator Setup: Government will create a policy and framework for setting up incubators across the country in public private partnership.
- Building Innovation Centers at National Institutes: To increase the incubation and R&D efforts in the country, Government will set up 31 centers of innovation and entrepreneurship at national institutes. For 13 centers an annual funding of Rs.50 Lakhs will be provided for 3 years to encourage student driven Startups.
- Setting Up of 7 New Research Parks Modeled on the Research Park Set Up at IIT Madras: In order to give a push to successful innovation through incubation and joint R&D efforts between academia and industry, the Government will set up 7 new Research Parks in institutes with an initial investment of Rs.100 crore each. The Research Parks shall be modeled based on the Research Park setup at IIT Madras.
- Promoting Startups in the Biotechnology Sector: The Biotechnology sector in India is on a strong, growth trajectory. Department of Biotechnology endeavors to scale up the number of Startups in the sector by nurturing approximately 300-500 new Startups each year to have around 2000 Startups by 2020.
- Launching of Innovation Focused Programs for Students: The Government will promote research and innovation among young students and has thus launched a few programs like- Innovation Core, NIDHI (a grand challenge program) and Uchhatar Avishkar Yojna. These schemes will initially apply to IIT’s only and each project may amount Rs.5 crore.
- Annual Incubator Grand Challenge: Incubators play an important role in identifying early stage Startups and supporting them across various phases of their lifecycle to build an effective Startup ecosystem. The Government is proposing to make forward looking investments towards building world class incubators in its first phase; the aim is to establish 10 such incubators. The Government will hence identify 10 incubators having the potential to become world class. These will be given Rs.10 crore each as financial assistance and such incubators will become reference models for other incubators. These will then be showcased on Startup India Portal. An Incubator Grand Challenge exercise will be carried out for the identification of such incubators and this will be an annual exercise.
- Published in COMPONENTS OF STARTUP INDIA, Funding support & Incentives
New Foreign Trade Policy (FTP) 2015-20, announced on 1st April, 2015
The New Foreign Trade Policy (FTP) 2015-20, announced on 1st April, 2015, provides a framework for increasing exports of goods and services as well as generating employment opportunities in line with the “Make in India” vision of Prime Minister. This policy restructures the
export incentive schemes by reducing a plethora of schemes to only two schemes namely “Merchandise Exports from India Scheme (MEIS)” for export of specified goods to specified markets and “Services Exports from India Scheme (SEIS).”
- Published in Ease of doing business in India, New Foreign Trade Policy
Clarification on #Loans and Advances to #Employees: Section 186 Company ACT 2013
restriction on companies from giving loans to any person more than a threshold level. The Ministry of
Corporate Affairs vide General Circular No. 04/2015 dated 10.03.2015, clarified that loans and/or advances to their employees, other than managing and whole time directors, are not governed by the requirements of section 186. It is also clarified that such loans/ advances to employees should be in accordance with the conditions of service applicable to employees and
with the remuneration policy.
Industrial output for the month of February 2015
Google Eco systems
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Google Training/Certification
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Important URLs as a Google User
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More:
. A Map of the new Google EcoSystem: http://goo.gl/2mqLdk
- Published in Google Eco systems
Remuneration Of Managerial Personnel / Managing Director Under Companies Act 2013
Section 205(2) provides that provisions contained in section 204 and section 205 shall not affect the duties and functions of the Board of Directors, chairperson of the company, managing director or wholetime director under this Act, or any other law for the time being in force.
MANAGERIAL REMUNERATION
Just as profits drive business, incentives drive the managers of business. Not surprisingly then, in a fiercely competitive corporate environment, managerial remuneration is an important piece in the management puzzle. While it is important to incentivize the workforce performing the challenging role of managing companies, it is equally important not to go overboard with the perks and the pay. In India, to keep a check on unnecessary profit squandering by companies and, at the same time, to ensure adequate and reasonable compensation to managerial personnel, the law intervenes to do the balancing act.
Remuneration to Managerial Personnel
Section 197 of the Companies Act, 2013 prescribed the maximum ceiling for payment of managerial remuneration by a public company to its managing director whole-time director and manager which shall not exceed 11% of the net profit of the company in that financial year computed in accordance with section 198 except that the remuneration of the directors shall not be deducted from the gross profits.
Further, the company in general meeting may, with the approval of the Central Government, authorise the payment of remuneration exceeding 11% of the net profits of the company, subject to the provisions of Schedule V.
The net profits for the purposes of this section shall be computed in the manner referred to in section 198.
The remuneration payble to any one managing director or wholetime director or manager shall not exceed 5% of the net profits of the company and if there are more than one such director remuneration shall not exceed 10% of the net profits to all such directors and manager
taken together.
Except with the approval of the company in general meeting, the remuneration payable to directors who are neither managing directors nor whole-time directors shall not exceed,—
— 1% of the net profits of the company, if there is a managing or
whole-time director or manager;
— 3% of the net profits in any other case.
The percentages aforesaid shall be exclusive of any fees payable to directors for attending the meeting of the board/committees or for such other purposes as decided by the board.
Remuneration by a Company having no Profit or Inadequate Profit
If, in any financial year, a company has no profits or its profits are inadequate, the company shall not pay to its directors, including
managing or whole-time director or manager, any remuneration
exclusive of any fees payable to directors except in accordance with
the provisions of Schedule V and if it is not able to comply with Schedule V, with the previous approval of the Central Government.
In cases, where Schedule V is applicable on grounds of no profits or inadequate profits, any provision relating to the remuneration of any director which purports to increase or has the effect of increasing the amount thereof, shall not have any effect unless such increase is in accordance with the conditions specified in that Schedule and if such conditions are not being complied, the approval of the Central
Government had been obtained.
Remuneration to Directors in other Capacity [Section
197(4)]
The remuneration payable to the directors including managing or
whole-time director or manager shall be inclusive of the remuneration
payable for the services rendered by him in any other capacity except
the following:
(a) the services rendered are of a professional nature; and
(b) in the opinion of the Nomination and Remuneration
Committee (if applicable) or the Board of Directors in other
cases, the director possesses the requisite qualification for the
practice of the profession.
Sitting Fees to Directors for Attending the Meetings
[Section 197(5)]
A director may receive remuneration by way of fee for attending
the Board/Committee meetings or for any other purpose as may be
decided by the Board. Provided that the amount of such fees shall not
exceed the amount as may be prescribed.
The Central Government through rules prescribed that the amount
of sitting fees payable to a director for attending meetings of the Board
or committees thereof may be such as may be decided by the Board of
directors or the Remuneration Committee thereof which shall not
exceed the sum of rupees 1 lakh per meeting of the Board or committee
thereof.
The Board may decide different sitting fee payable to independent
and non-independent directors other than whole-time directors.
Monthly Remuneration to Director or Manager
A director or manager may be paid remuneration either by
way of a monthly payment or at a specified percentage of the net
profits of the company or partly by one way and partly by the
other. [Section 197 (6)]
An independent director shall not be entitled to any stock option
and may receive remuneration by way of fees, reimbursement of
expenses for participation in the Board and other meetings and
profit related commission as may be approved by the members.
[Section 197 (7)]
Any director who is in receipt of any commission from the
company and who is a managing or whole-time director of the
company shall not be disqualified from receiving any remuneration
or commission from any holding company or subsidiary company of
such company subject to its disclosure by the company in the Board’s
report. [Section 197 (14)]
Remuneration Drawn in Excess of Prescribed Limit
If any director draws or receives, directly or indirectly, by way of
remuneration any such sums in excess of the limit prescribed or
without the prior sanction of the Central Government, where it is
required, he shall refund such sums to the company and until such
sum is refunded, hold it in trust for the company. [Section 197(9)]
Appointment Of Managerial Personnel / Managing Director Under Companies Act 2013
Managing Director is Key Managerial Personal of utmost importance. He is face of a company and its decision-making mechanism.
The executive management of a company is responsible for the day to day management of a company. The companies Act, 2013 has used the term key management personnel to define the executive management. The key management personnel are the point of first contact between the company and its stakeholders. While the Board of Directors are responsible for providing the oversight, it is the key management personnel who are responsible for not just laying down the strategies as well as its implementation.
Key Managerial Personnel
The Companies Act, 2013 has for the first time recognized the concept of Key Managerial Personnel. As per section 2(51) “key managerial personnel”, in relation to a company, means—
(i) the Chief Executive Officer or the managing director or the
manager;
(ii) the company secretary;
(iii) the whole-time director;
(iv) the Chief Financial Officer; and
(v) such other officer as may be prescribed.
Managing Director
Section 2(54) of the Companies Act, 2013, defines ‘managing director’. It stipulates that a “managing director” means a director who, by virtue of the articles of a company or an agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is entrusted with substantial powers of management of the affairs of the company and includes a director occupying the position of managing director, by whatever name called. The explanation to section 2(54) excludes administrative acts of a routine nature when so authorised by the Board such as the power to affix the common seal of the company to any document or to draw and endorse any cheque on the account of the company in any bank or to draw and endorse any negotiable instrument or to sign any certificate of share or to direct registration of transfer of any share, from the substantial powers of management.
Whole Time Director
Section 2 (94) of the Companies Act, 2013 defines “whole-time director” as a director in the whole time employment of the company.
Manager
Section 2(53) of the Companies Act, 2013 defines “manager” as an individual who, subject to the superintendence, control and direction of the Board of Directors, has the management of the whole, or substantially the whole, of the affairs of a company, and includes a director or any other person occupying the position of a manager, by whatever name called, whether under a contract of service or not.
Chief Executive Officer & Chief Financial Officer
Section 2(18)/(19) of the Companies Act, 2013 defined “Chief Executive Officer”/ “Chief Financial Officer” as an officer of a company, who has been designated as such by it;
Company Secretary
Section 2(24) of the Companies Act, 2013 defines “company secretary” or “secretary” means a company secretary as defined in clause (c) of sub-section (1) of section 2 of the Company Secretaries
Act, 1980 who is appointed by a company to perform the functions of a company secretary under this Act;
Appointment of Managing Director, Whole-Time Director or Manager
Section 196 of the Companies Act, 2013 provides that no company shall appoint or employ at the same time a Managing Director and a Manager. Further, a company shall not appoint or reappoint any person as its Managing Director, Whole Time Director or manager for a term exceeding five years at a time and no reappointment shall be made earlier than one year before the expiry of his term.
Section 196(4) of the Companies Act, 2013 provides that subject to the provisions of section 197 and Schedule V, a managing director, whole-time director or manager shall be appointed and the terms and conditions of such appointment and remuneration payable be approved by the Board of Directors at a meeting which shall be subject to approval by a resolution at the next general meeting of the company and by the Central Government in case such appointment is at variance to the conditions specified in Schedule V. Approval of the Central Government is not necessary if the appointment is made in accordance with the conditions specified in Schedule V to the Act.
Therefore, the appointment of a managing director or whole-time director or manager and the terms and conditions of such appointment and remuneration payable thereon must be first approved by the Board of directors at a meeting and then by an ordinary resolution passed at a general meeting of the company.
A notice convening Board or general meeting for considering such appointment shall include the terms and conditions of such appointment, remuneration payable and such other matters including interest, of a director or directors in such appointments, if any. A return in the prescribed form viz. MR.1 is required to be filed with Registrar within 60 days from the date of such appointment.
Section 196(5) provides that subject to the provisions of this Act, where an appointment of a managing director, whole-time director or manager is not approved by the company at a general meeting, any act done by him before such approval shall not be deemed to be invalid.
(b) the remuneration or commission drawn by the individual
concerned in any other capacity;
(c) the remuneration or commission drawn by him from any other
company;
(d) professional qualifications and experience of the individual
concerned;
(e) such other matters as may be prescribed.
As per Rule 6 for the purposes of item (e) of section 200, the Central
Government or the company shall have regard to the following matters
while granting approval to the appointment of managing director
under section 196:
(1) Financial and operating performance of the company during
the three preceding financial years.
(2) Relationship between remuneration and performance.
(3) The principle of proportionality of remuneration within the
company, ideally by a rating methodology which compares
the remuneration of directors to that of other executive
directors on the board and employees or executives of the
company.
(4) Whether remuneration policy for directors differs from
remuneration policy for other employees and if so, an
explanation for the difference.
(5) The securities held by the director, including options and details
of the shares pledged as at the end of the preceding financial
year.
Disqualifications
Section 196(3) of the Act makes a specific prohibitory provision
with regard to the appointment of managing director, whole time
director or manager. The section lays down that no company shall
appoint or continue the employment of any person as its managing
director, whole time director or manager who—
(a) is below the age of twenty-one years or has attained the age of
seventy years:
Provided that appointment of a person who has attained the
age of seventy years may be made by passing a special resolution
in which case the explanatory statement annexed to the notice
for such motion shall indicate the justification for appointing
such person;
(b) is an undischarged insolvent or has at anytime been adjudged
as an insolvent;
(c) has at any time suspended payment to his creditors, or makes,
or has at any time made, a composition with them; or
(d) has at any time been, convicted by a court of an offence and
sentenced for a period of more than six months.
Apart from this, Part I of Schedule V contains five conditions which
must be satisfied by a person to be eligible for appointment as managing
director, whole-time director or manager without the approval of the
Central Government. These conditions are as below:
(a) he had not been sentenced to imprisonment for any period, or
to a fine exceeding one thousand rupees, for the conviction of
an offence under any of the following Acts, namely:-
(i) the Indian Stamp Act, 1899,
(ii) the Central Excise Act, 1944,
(iii) the Industries (Development and Regulation) Act, 1951,
(iv) the Prevention of Food Adulteration Act, 1954 ,
(v) the Essential Commodities Act, 1955,
(vi) the Companies Act, 2013,
(vii) the Securities Contracts (Regulation) Act, 1956,
(viii) the Wealth-tax Act, 1957,
(ix) the Income-tax Act, 1961,
(x) the Customs Act, 1962,
(xi) the Competition Act, 2002,
(xii) the Foreign Exchange Management Act, 1999,
(xiii) the Sick Industrial Companies (Special Provisions) Act,
1985,
(xiv) the Securities and Exchange Board of India Act, 1992,
(xv) the Foreign Trade (Development and Regulation) Act, 1992;
(xvi) the Prevention of Money Laundering Act, 2002;
(b) he had not been detained for any period under the Conservation
of Foreign Exchange and Prevention of Smuggling Activities
Act, 1974;
Provided that where the Central Government has given its
approval to the appointment of a person convicted or detained
under sub-paragraph (a) or sub-paragraph (b), as the case may
be, no further approval of the Central Government shall be
necessary for the subsequent appointment of that person if he
had not been so convicted or detained subsequent to such
approval;
(c) he has completed the age of 21 years and has not attained the
age of 70 years:
Provided that where he has attained the age of 70 years; and
where his appointment is approved by a special resolution passed
by the company in general meeting, no further approval of the
Central Government shall be necessary for such appointment;
(d) where he is a managerial person in more than one company,
he draws remuneration from one or more companies subject
to the ceiling provided in section V of Part II;
(e) he is resident in India.
Explanation : For the purpose of above, resident in India includes
a person who has been staying in India for a continuous period
of not less than twelve months immediately preceding the date
of his appointment as a managerial person and who has come
to stay in India:
(i) for taking up employment in India, or
(ii) for carrying on a business or vocation in India.
But this condition shall not be applicable to the companies in
Special Economic Zones, as may be notified by Department of
Commerce from time to time.
However, a person, being a non-resident in India, shall enter
India only after obtaining a proper Employment Visa from the
concerned Indian mission abroad. For this purpose, such person
shall be required to furnish, alongwith the visa application form,
profile of the company, the principal employer and the terms
and conditions of such person’s appointment.
Reappointment of Managing Director
Under sections 196 and 203 of the Companies Act, 2013, appointment includes reappointment. Reappointment of a managing director of a company must be taken for consideration before the expiry of his term of office. If the reappointment of the managing director is approved and if it is not in accordance with the conditions specified in Schedule V then the approval of the Central Government must be obtained for such reappointment. Rest of the provisions for reappointment of a managing director are same as in the case of appointment of a managing director.
Appointment of Key Managerial Personnel
Section 203 of the Companies Act, 2013 read with Rule 8 mandates
the appointment of Key Managerial Personnel and makes it obligatory
for a listed company and every other public company having a paidup
share capital of rupees ten crores or more, to appoint 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:
Every whole-time key managerial personnel of a company shall
be appointed by means of a resolution of the Board containing the
terms and conditions of the appointment including the remuneration.
An individual shall not be appointed or reappointed as the
chairperson of the company, as well as the managing director or Chief
Executive Officer of the company at the same time unless the articles
of such a company provide otherwise; or the company does not carry
multiple businesses. However, such class of companies engaged in
multiple businesses and which has appointed one or more Chief
Executive Officers for each such business as may be notified by the
Central Government are exempted from the above.
A whole-time key managerial personnel shall not hold office in
more than one company except in its subsidiary company at the same
time. However, he can hold such other directorship with the permission
of the Board.
A whole-time key managerial personnel holding office in more than
one company at the same time, shall, within a period of six months
from such commencement, choose one company, in which he wishes
to continue to hold the office of key managerial personnel.
A company may appoint or employ a person as its managing
director, if he is the managing director or manager of one, and of not more than one, other company and such appointment or employment
is made or approved by a resolution passed at a meeting of the Board
with the consent of all the directors present at the meeting and of
which meeting, and of the resolution to be moved thereat, specific
notice has been given to all the directors then in India.
If the office of any whole-time key managerial personnel is vacated,
the resulting vacancy shall be filled-up by the Board at a meeting of
the Board within a period of six months from the date of such vacancy