company law

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Abhishek r vaishnav

Abhishek r vaishnav (Querist)
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14 July 2009 what are the independent directors and what are there liablities?

Ankur Garg

Ankur Garg (Expert)
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14 July 2009 Independent director
Independent director shall mean a non-executive director of the company who:—
(a) apart from receiving director's remuneration, does not have any material pecuniary relationships or transactions with the company, its promoters, its directors, its senior management or its holding company, its subsidiaries and associates which may affect independence of the director;
(b) is not related to promoters or persons occupying management positions at the Board level or at one level below the Board;
(c) has not been an executive of the company in the immediately preceding three financial years;
(d) is not a partner or an executive or was not a partner or an executive during the preceding three years, of any of the following:

(i) the statutory audit firm or the internal audit firm that is associated with the company, and
(ii) the legal firm(s) and consulting firm(s) that have a material association with the company.

(e) is not a material supplier, service provider or customer or a lessor or lessee of the company, which may affect independence of the director; and

(f) is not a substantial shareholder of the company i.e. owning two percent or more of the block of voting shares.

Website for Independent Directors

The SEBI Chairman has inaugurated as Website sponsored by the SEBI Chairman for providing details of the independent directors for the prospective candidates and the listed companies namely primedirectors.com, sponsored by the Stock Exchange Mumbai, National Stock Exchange, CDSL and NSDL.

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Ankur Garg

Ankur Garg (Expert)
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14 July 2009 Role and responsibility of Independent Directors click the link below:

http://www.icai.org/resource_file/10500jan05p861-866.pdf

You may also download the same from the www.icai.org.

Regards

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