This section shall not apply to a Government Company and specified IFSC Public Companies, vide notification no. G.S.R. 463(E) dated 5th June, 2015 and GSR 08(E) dated 4th January, 2015.
(The exceptions, modifications and adaptations provided above shall be applicable only to those Government Companies which has not committed a default in filing its financial statements under section 137 of the said act or annual return under section 92 of the said act with the registrar, vide notification dated 13th June, 2017)
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with the approval of the Central Government Omitted vide Companies (Amendment) Act, 2017 dated 03.01.2018. To view the notification, Click Here . Effective from 12.09.2018. To view the notification, Click Here
Provided further This proviso shall apply to nidhi companies with the modification that the remuneration of a director who is neither managing director nor whole-time director or manager for performing special services to the Nidhis specified in the articles of association may be paid by way of monthly payment subject to the approval of the company in general meeting and also to the provisions of section 197:
Provided ‘that no approval of the company in general meeting shall be required where,—
(a) Nidhi does not have a managing director or a whole-time director or a manager;
(b) the remuneration payable during a financial year to all the directors of the Nidhi does not exceed ten per cent. of the net profits of such Nidhi or fifteen lakh rupees, whichever is less; and
(c) a remuneration payable under clause (b) is approved by a special resolution passed in this behalf by the Nidhi vide notification no. G.S.R. 465(E) dated 5th June, 2015.To view the notification, Click Here
Inserted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification Click Here
Provided also that Inserted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification, Click Here
To view the schedule, Click Here
Inserted vide Companies (Amendment) Act, 2020 dated 28.09.2020. To view the notification, Click Here . Notified vide Commencement Notification dated 18.03.2021. To view the notification, Click Here
and if it is not able to comply with such provisions, with the Omitted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification, Click Here
previous approval of the Central Government. It is clarified by MCA vide Circular 07/2015 dated 10th April 2015 that where listed companies and their subsidiaries have agreed to pay remuneration to managerial person, without approval of Central Government, in excess of limits specified in para II Para (C) of Schedule XIII of the Companies Act, 1956 (read with MCA’s Circular number 14/ 11/2012-CL-VII dated 16th August, 2012), and if the tenure of such managerial person is remaining on coming into force of Companies Act 2013 i.e. on 01 April 2014, then such companies may continue to pay such managerial person remuneration for his remaining term in accordance with terms and conditions approved by company as per relevant provisions of Schedule XIII of earlier Act even if the part of his/her tenure falls after 1st April, 2014. To view the clarification, Click Here
Refer rule 4 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014. To view the rule, Click Here
Refer Rule 4 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014.To view the rule, Click Here
( 7) Omitted vide the Companies (Amendment) Act, 2019 dated 31.07.2019 w.e.f., 02.11.2018. To view the Amendment Act, Click Here
Substituted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification, Click Here
Inserted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification, Click Here
and if such conditions are not being complied, the approval of the Central Government had been obtained Omitted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018. To view the notification, Click Here
Refer rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014. To view the rule, Click Here
2
Substituted vvide the Companies (Amendment) Act, 2019 dated 31.07.2019 w.e.f., 02.11.2018. To view the Amendment Act, Click Here
Inserted vide Companies (Amendment) Act, 2017 dated 03.01.2018 effective from 12.09.2018 To view the notification, Click Here
