Managing director in a private company

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Querist : Anonymous

Querist : Anonymous (Querist)

17 September 2013 Dear Experts,

What is the procedure to appoint an existing director as a Managing Director in a Private Limited Company.

Thankyou and Regards.

Ajay Mishra

Ajay Mishra (Expert)
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18 September 2013 Hi

Generally the provision of section 269 is not applicable to private limited company.

In that case you will only submit Form-32 with ROC for change in designation of director.

You will also file Form-23 with ROC for appointment of MD.

Querist : Anonymous

Querist : Anonymous (Querist)

18 September 2013 Thankyou for the reply.

What about Form 25C??

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Ajay Mishra

Ajay Mishra (Expert)
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18 September 2013 It is not mandatory, but if you want you can submit it.

I follow this parctice to submit Form-25C.

Querist : Anonymous

Querist : Anonymous (Querist)

18 September 2013 ok Thankyou.

So we don't have to comply with the provisions of Remuneration(Schedule XIII).

Ajay Mishra

Ajay Mishra (Expert)
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18 September 2013
The provisions of Companies Act, 1956 and Schedule XIII deal with remuneration of director will not applicable to private limited company. Such provision is applicable only public company and its subsidiary.

The remuneration of directors of the private company is totally governed by their company articles. If the Company’s article permits to pay remuneration you can give remuneration without any restriction. For this you will pass a Board Resolution for payment of remuneration.