02 June 2012
1. We are newly incorporated private limited company. Please explain me the procedure for Appointment of Managing Director in a private limited company. Please also explain whether the appointment can be done through the 1st board meeting.
2. Our articles are based on Table A provision. Please clarify whether Table A includes appointment of Managing Director.
3. Can remuneration of the Managing director based on the turnover presumed to be achieved. As we are new company we have not started our operation hence how can we commit to pay any remuneration to the Managing Director from appointment.
4. Also, let me understand what procedure we will have to adopt, if after six month the private company becomes public company in context of the present appointment of Managing Director.
5. We also intend to appoint a whole time director. Can a person, who is a whole time director in a public company can be appointed as a whole time director of a private company.
The provision of Companies Act, 1956 relating to appointment and remuneration of managing director and whole time director will not apply to private limited company. It will govern by their articles.
02 June 2012
In case of private limited company there is no need to completely follow the provisions under the schedule xiii etc. Procedure is as below:- 1. call egm for appointmnent of md. 2. file form 23 for special resolution. 3. file form 32 for appointment. 4. file form 23 c for tenure and terms of salary for MD.
You can made appointment in Board meeting and file Form-25C with in 90 days from the date of appointment and Form-23 with in 30 days from date of passing of resolution.
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