Change of designation from non-executive to executive

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Querist : Anonymous

Querist : Anonymous (Querist)

07 March 2013 A Director at the time of incorporation was appointed as non-executive, later he was given appointment letter and he started to draw salary from Company. No intimation of the same was given to ROC, neither resolution was passed for salary fixation. Is it a non compliance as no Form 23 & 32 has been filled

CA Ayush Agarwal

CA Ayush Agarwal (Expert)
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07 March 2013 yes, Its Matter of Non Compliances.

Querist : Anonymous

Querist : Anonymous (Querist)

07 March 2013 wat could be the possible steps to resolve the non compliance

CA Ayush Agarwal

CA Ayush Agarwal (Expert)
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07 March 2013 File Now Form 32.
Fees Will be Nine Times.

500*9 = 4500 Rs. +500 Normal Fees.

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Ajay Mishra

Ajay Mishra (Expert)
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07 March 2013 Hi

Confirm, it is public company or private company.

Querist : Anonymous

Querist : Anonymous (Querist)

07 March 2013 it is a private co.

Ajay Mishra

Ajay Mishra (Expert)
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07 March 2013 Hi

The provision of remuneration clause of the Companies Act, 1956 is not applicable on private limited company.

The change from non-executive to executive is not a change in position of the company.

I will suggest you to pass a Board Resolution for paying remuneration of director.

Make entry when you file Director report of the company.

If Form-32 accept your changes then you file as per expert Mr. Ayush suggestion.

CA Ayush Agarwal

CA Ayush Agarwal (Expert)
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07 March 2013 Since At time of appointment form 32 has not been filed, so no need to show earlier appointment, and directly show as executive director.
question of remuneration and status will not come in picture.

Querist : Anonymous

Querist : Anonymous (Querist)

07 March 2013 The director was at the time of incorporation appointment as Non-executive later he was taken on rolls of co.
will the same rule follow in case he is appointed as MD on a later date

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