Become a Govt. Certified GST Practitioner. Batch begins 18th Nov. Register Now!

Query regarding increase of remuneration of MD

Abhijit Ghosh (.) (618 Points)

19 October 2010

A Company has enhanced Remuneration & Other facilities of MD & WTD in E.O.G.M. with dated 11.10.2010.

1) What should the section to be used in Form 23

2) Which Form need to be filed, whether Form 25A or Form 25C

Reply
Follow
Share

3 Replies

Rakesh Dhanuka (Company Secretary) (478 Points)
Replied 19 October 2010

Yes the company can enhance the remuneration in EGM.

- As per my knowledge there is no need to file form 23 for increase in remuneration of MD/WTD

- Form 25A is required to be filed for increase in remuneration of MD.

1 Like

Upgrade to CAclubindia Pro. Subscribe Now!

Ajay Mishra (Company Secretary) (74337 Points)
Replied 19 October 2010

Dear Friend

If you are increasing the remuneration of MD as per schedule XIII of the Companies Act, 1956 then as per PartIII of the said Schedule says that such resolution should be passed my member as special resolution.

Please check your EGM resolution, whether it is passed as special resolution or not, if passed then it is necessary to file Form-23 with ROC within 30 days from passing of resolution.

Regards

1 Like

Ajay Mishra (Company Secretary) (74337 Points)
Replied 19 October 2010

Section 311 requires approval of CG for the:

1. Appointment of MD

2. Appointment of WTD

3. Re-appointment of MD/WTD

4. Increase in remuneration of MD/WTD

i.e remuneration which is inexcess of the remuneration which his predecessor in office was receiving earlier.

Similarly, if the same person is re-appointed, but the term of re-appointment purport to increase his/her remuneration the same will require CG approval unless the increase is in accordance with conditions laid down in Part II of Schedule XIII.

For this purpose Form 25A will be filed with ROC.

1 Like