Draft Ordinary Resolution for appointment of Whole Time Director

Ordinary-Resolution-appointment-Whole-Time-Director

Draft Ordinary Resolution for appointment of Whole Time Director


RESOLVED THAT pursuant to Sections 196, 203 and other applicable provisions of Companies Act, 2013 (including corresponding provisions, if any of the Companies Act, 1956) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company hereby accords its approval for appointment of Shri ________ (DIN …….) as a Whole-Time Director for a period of 3 years with effect from ………., on the remuneration and on such terms and conditions as recommended by the Board of Directors in their meeting held on _____________ and set out in explanatory statement attached hereto with liberty and authority to the Board of Directors to alter and vary the terms and conditions of the said appointment from time to time within the scope of Schedule V of the Companies Act, 2013, or any amendments thereto or any re-enactment thereof and as may be agreed to between the Board of Directors and Shri _______________.”

RESOLVED FURTHER THAT the aggregate of salary, perquisites and allowances of Shri ____________ in any one financial year shall not exceed the limits prescribed under Section 197 read with Schedule V of the Companies Act, 2013 (including applicable rules, if any) as amended from time to time;

RESOLVED FURTHER THAT in the event of loss or inadequacy of profit in any financial year during the currency of tenure of services of Shri _________, the payment of salary, perquisites and other allowances shall be governed by the limits prescribed under Section II of Part II of Schedule V of the Companies Act, 2013;
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to take such steps as may be necessary, desirable or expedient to give effect to this resolution.
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