Schedule xiii

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

03 April 2012 Dear Sir/Madam,

My query is...

In Schedule XIII under Companies Act, 1956 Clause C apply in case if the effective capital is negative i.e. less than Zero. then why there is a slab of effective capital in clause c ?????

CS Ankur Srivastava

CS Ankur Srivastava (Expert)
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03 April 2012 No, i thing you are confused.... table C is not for negative capital...

it is for more than 48 lacs p.a. salary...

Querist : Anonymous

Querist : Anonymous (Querist)

03 April 2012 Please have a look at last para..

Exceeding the ceiling limit of Rs. 48,00,000 per annum or Rs. 4,00,000 per month calculated on the following scale, if the company is a listed company or a subsidiary of a listed company:—

Where the effective capital
of company is

Monthly remuneration
payable shall not exceed

(i) Less than Rs. 1 crore

Rs. 1,50,000

(ii) Rs. 1 crore or more but
less than Rs. 5 crores

Rs. 2,00,000

(iii) Rs. 5 crores or more but
less than Rs. 25 crores

Rs. 2,50,000

(iv) Rs. 25 crores or more
but less than Rs. 50 crores

Rs. 3,00,000

(v) Rs. 50 crores or more
but less than Rs. 100 crores.

Rs. 3,50,000

(vi) Rs. 100 crores or more

Rs. 4,00,000

Provided that the ceiling limits specified under this sub-paragraph shall apply, if —

payment of remuneration is approved by a resolution passed by the Remuneration Committee

the company has not made any default in repayment of any of its debts (including public deposits) or debentures or interest payable thereon for a continuous period of thirty days in the preceding financial year before the date of appointment of such managerial person

a special resolution has been passed at the general meeting of the company for payment of remuneration for a period not exceeding three years

a statement along with a notice calling the general meeting referred to in clause (iii) is given to the shareholders containing the following information, namely : —

GENERAL INFORMATION

Nature of Industry

Date or expected date of commencement of commercial production

In case of new companies, expected date of commencement of activities as per project approved by the financial institute appearing in the prospectus

Financial performance based on given indicators

Export performance and net foreign exchange collaborations

Foreign investments or collaborators, if any

INFORMATION ABOUT THE APPOINTEE

Background details

Past Remuneration

Recognition or awards

Job profile and his suitability

Remuneration proposed

Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in case of expatriates the relevant details would be w.r.t. the country of his origin)

Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel, if any

OTHER INFORMATION

Reason of loss or inadequate profits

Steps taken or proposed to be taken for improvements

Expected increase in productivity and profits in measurable terms

DISCLOSURES

The shareholders of the company shall be informed of the remuneration package of the managerial person

The following disclosure shall be mentioned in the Board of Director’s report under the heading "Corporate Governance", if any, attached to the annual report

All elements of remuneration package such as salary, benefits, bonuses, stock options, pension, etc. of all the directors

Details of fixed component and performance linked incentives along with the performance criteria

Service contracts, notice period, severance fees

Stock option details, if any, and whether the same has been issued at a discount as well as the period over which accrued and over which exercisable

Provided further that the conditions specified in sub-paragraph (C) shall apply in the case the effective capital of the company is negative

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Querist : Anonymous

Querist : Anonymous (Querist)

03 April 2012 Please have a look at last para "Provided further that the conditions specified in sub-paragraph (C) shall apply in the case the effective capital of the company is negative"

if this is the condition than why in the beginning slabs have been given? like...Where the effective capital
of company is

Monthly remuneration
payable shall not exceed

(i) Less than Rs. 1 crore

Rs. 1,50,000...???