RUTU SHAH
Quick Summary
1.Call and convene a meeting of the Nomination and Remuneration Committee. The Nomination and Remuneration Committee of the Company shall with a due diligence select and recommend an individual to be appointed as an Independent Director after ensuring that there is an appropriate balance of skills,
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FAQ :
The Nomination and Remuneration Committee of the company is responsible for selecting and recommending an individual to be appointed as an Independent Director after conducting due diligence.
Individuals should be selected from the databank of Independent Directors maintained by the Indian Institute of Corporate Affairs, as per Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
You must obtain written consent in Form DIR-2 and Form DIR-8, stating they are not disqualified. Additionally, a declaration confirming they meet independence criteria and a declaration of interest in other entities (Form MBP-1) are required.
The appointment is approved first by passing a Board Resolution during a Board Meeting, and subsequently by passing an Ordinary Resolution at a General Meeting.
The letter of appointment should detail the term, expectations, committee roles, fiduciary duties, liabilities, any D&O insurance, the Code of Business Ethics, prohibited actions, and remuneration details.
Form DIR-12 must be filed within 30 days from the date of the Independent Director's appointment.
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