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Published byAugust Pope Modified over 9 years ago
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Key Managerial Personnel
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KMP Means: Chief Executive Officer or the Managing director or the Manager; Company secretary; Whole-time director; Chief Financial Officer; and Such other officer as may be prescribed
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Every listed company and Every other public company: having a paid-up share capital of Rs. 10 Crores or more shall have whole-time key managerial personnel
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M.D or CEO or Manager And in their absence a whole time director. Company Secretary and Chief Financial Officer
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By a Board Resolution containing terms and conditions of appointment including remuneration.
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Not more than One company except the subsidiary of same company. KMP can act as director in other company only with the permission of board. Board can appoint a person as M. D, if he is already M.D or manager in other company, by a board resolution with consent of all directors present at the meeting. Specific notice is compulsorily to be given to all directors for such appointment.
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Board should fill the vacancy within a period of 6 months from the date of such vacanc y.
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An explanatory statement annexed u/s 102 to notice, should specify:- 1) the nature of concern or interest, financial or otherwise of:- - every director and the manager, if any, and their relatives. - every other key managerial personnel and their relatives. 2) Where any item of special business to be transacted at a meeting, relates/affects any other company, the extent of shareholding interest in that other company of every promoter, director, manager, and of every other KMP is more than 2% of paid up share capital of company, shall also be set out in statement.
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Related party includes a key managerial personnel and his relative. Every director or KMP shall, within a period of 30days of his appointment/ relinquishment of his office, shall disclose his Interest in other associations.
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Company shall not appoint M.D/ Manager at the same time. Time period:- Managing Director, Whole time Director or manager can be appointed/reappointed only for a period of 5 years at a time and reappointment is to be made in 5 th year.
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Age should be 21 or more and not more than 70. A Special resolution is compulsory if age is more than 70. At any time suspended payment to his creditors. Convicted by a court of an offence and sentenced for a period of more than 6 months.
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Every M.D/ W.T.D/ Manager appointment shall be shall be approved by Board of Directors along with the terms & Conditions and remuneration payable to them. Appointment made by the Board shall be subject to approval by members and by central government if appointment is at variance.
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