Director remuneration in deemed limited co (not public co)

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Sethu (Querist)
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15 March 2013 We are a Limited company (not public/listed co)we have 4 directors. one of whole Time Director paid salary of rs.195/- lacs for FY 2012-13. pls. any restriction in companies act, IT act, if restriction is there what is the remedy.

Aditya Agarwal

Aditya Agarwal (Expert)
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15 March 2013 Could you please ellaborate....in which manner the Private Ltd. Co. is deemed to be public ltd. co.

Ajay Mishra

Ajay Mishra (Expert)
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15 March 2013 Hi

The provision of section 198 and section 309 will apply to public company a private limited company which is a subsidiary of a public company (Deemed Public Company).

Section 198(1) relates to overall maximum managerial remuneration and managerial remuneration in case of absence or inadequacy of profits. The total managerial remuneration payable by a public company or a private company which is a subsidiary of a public company, to its directors and its manager in respect of any financial year shall not exceed 11% of the net profits of the company for that financial year. Such net profits shall be computed in a manner laid down under sections 349 and 350, except that the remuneration of the directors shall not be deducted from the gross profits.
Remuneration is payable to all the directors including managing and whole-time directors and in any capacity. Therefore, it includes the remuneration for services rendered by him in any other capacity other than that of a director.

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Sethu

Sethu (Querist)
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15 March 2013 Hi,
it is not a subsidiary of any public company/private company. Please can explain further. Ours shares are privately held, only after company's name it has been mentioned as Limited.