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Brief of Section 196, 197 & Schedule-V of Companies Act, 2013

"Brief of Section-196, 197 and Schedule-V of the Companies Act, 2013 Section-196-MD/WTD/MGR S. No. Particulars 1. MD/WTD/Manager-Age Limits Min-21 Years Max-7"<br>TaxGuru is a platform that provides Updates On Amendments in Income Tax, Wealth Tax, Company Law, Service Tax, RBI, Custom Duty, Corporate Lawu00a0, Goods and Service Tax etc.<br>To know more visit https://taxguru.in/company-law/section-196u2013197-schedule-v-companies-act-2013.html

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Brief of Section 196, 197 & Schedule-V of Companies Act, 2013

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  1. BRIEF OF SECTION 196, 197 & SCHEDULE-V OF COMPANIES ACT, 2013 https://taxguru.in/company-law/section-196-197-schedule-v-companies-act-2013.html Brief of Section-196, 197 and Schedule-V of the Companies Act, 2013 Section-196-MD/WTD/MGR S. No. Particulars Min-21 Years Max-70 Years MD/WTD/Manager-Age Limits 1. Above RESOLUTION (SR) 70 years SPECIAL by passing 2. MD/Manager, both can’t be appointed at the same time – Form MR-1 within 60 days 3. Appointment of MD/WTD/Manager Appointed by BR subject to approval at next GENERAL MEETING 4. – In case of Private Company – appointment of MD/WTD/Mgr can be done by- 5. Board Resolution and no need to File form MR-1 – Section-197-Applicable only on PUBLIC COMPANY S. No. Particulars Limits If Limits Exceed

  2. However, more than 11% can be paid at General Meeting, subject to Schedule V ALL MD/WTD/Mgr Directors including Not more than 11% of N.P. of a F.Y. 1. One MD/WTD/Mgr Not exceeding 5% of N.P. 2. 2 or more MD/WTD/Mgr Not exceeding 10% of N.P. 3. SPECIAL RESOLUTION Any MD/WTD/Mgr is appointed in the Company) Any other Director (if NO MD/WTD/Mgr is appointed in the Company) other Director (if (SR) Not exceeding 1% of N.P. 4. Not exceeding 3% of N.P. 5. Important Notes under Section-197 NO PROFIT OR INADEQUATE PROFIT IN THE COMPANY = REFER SCHEDULE V Sitting Fees shall not exceed 1 Lakh for each meeting, for Independent or Women Director also. Company can’t waive of the recovery of any sum from any director, unless SR is passed within 2 years from the date of sum become refundable. SCHEDULE V Yearly Remuneration shall not exceed Yearly Remuneration shall not exceed Capital (in case of Managerial Person) (in case of Other Director) Negative or < 5 Crores 5 Crores or < 100 Crores 100 Crore or < 250 Crores 60 Lakhs 84 Lakhs 120 Lakhs 12 Lakhs 17 Lakhs 24 Lakhs

  3. 120 + 0.01% of the capital in excess of 250 Cr. 24 Lakhs + 0.01% of the capital in excess of 250 Cr. 250 or more IN EXCESS OF AFORESAID LIMITS = SR Important Notes under Schedule V: Payment of the remuneration should be: > approved by BR or NRS Committee, if any > Ordinary Resolution (if within limits) > SR (if limits exceeds) Shareholders approval should be valid for 3 Years only. Certificate from the Auditor/CS/CS in Practice should be obtained about the compliance of SCHEDULE -V.

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