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Companies (appointment and remuneration of managerial person

KAPIL (ARTICLE) (31 Points)

20 August 2016

Hi,

I want to know applicability of Rule 5(2) of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 on subsidiary company of Listed company.

I have also attached Rules for reference.

Thanks

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3 Replies

Praveen Kr. Tiwary (Practicing Company Secretary) (54 Points)
Replied 25 August 2016

The said provisions of Rule 5(2) of the Companies (Appointment & Remuneration of Managerial Persons) Rules, 2014 (relating to inclusion of Employees details in Board's Report) will apply to all companies including a subsidiary of a listed company.

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KAPIL (ARTICLE) (31 Points)
Replied 26 August 2016

Thanks a lot sir for your valuable feedback. As there is some ambiguity in relevant rules, I will be thankful if you can share any judgement/ clarification with reference to these section.

I need some information from a company and company is denaying applicability of Rule 5(2)- it is subsidiary of listed co.

Thanks and Regards

Kapil Maheshwari

Praveen Kr. Tiwary (Practicing Company Secretary) (54 Points)
Replied 26 August 2016

Where is the ambiguity? Rule 5(1) applies only to Listed Companies, as it specifically states "Every Listed Company Secretary shall include in its Report"...

Rule 5(2) applies to every company as it states that "the Board Report shall include a statement about every employee of the Company (i.e. a company defined in the Act and not just a listed company).

Moreover, considering that it is a new Act, you won't find a case law for each matter dealt with under CA 2013.