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Query reagarding appointment of Independent Dir

parul (CS) (43 Points)

27 August 2016

Good Morning everyone!!!
Please advise -
As per companies act - every public company with paid up capital 10 cr or more need to appoint independent director , audit comm, nomination comm
But if company has not complied with this section yet, what all procedure company need to follow n how much would be the penalty amount

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2 Replies

Niraj Bista (A/C) (70 Points)
Replied 27 August 2016

section 149 doesn't contains any penalty and punishment procedure, so section 447 attracts. Thus, as per Section 447, any person who is found to be guilty of fraud, shall be punishable with imprisonment for a term which shall not be less thansix months but which may extend to ten years and shall also be liable to fine whichshall not be less than the amount involved in the fraud, but which may extend to three times the amount involved in the fraud. Where the fraud in question involves public interest, the term of imprisonment shall not be less than three years.

P C Agrawal (Registered independent director Past Chairman of Aurangabad Chapter of ICSI Practicing Company Secretary at Aurangabad) (8229 Points)
Replied 29 August 2016

You have to refer to Sec.172 and not Sec.447 for penal provisions in this case.