Filing of mr-a

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ARUN KUMAR MAITRA (Querist)
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30 December 2015 Can MR-1 be filed for appointment of WTD on the basis of board's approval ? Board Resolution specifies proposal is approved subject to approval of the shareholders in general meeting.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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14 January 2016
the appointment of whole-time director and the terms and conditions of such appointment
and remuneration payable thereon must be first approved by the Board of directors at a meeting and then by an ordinary resolution passed at a general meeting of the company.

It means without approval of members the appointment is invalid.

According to my view, MR-1 should be filed after shareholders approval though MR-1 does not contain details of shareholders resolution. it require copy of board resolution only.

ARUN KUMAR MAITRA

ARUN KUMAR MAITRA (Querist)
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03 February 2016 Mandatory attachment requirement in MR-1 needs board's resolution only.accordingly,this return could be filed within 60 days from the effective date of appointment on the basis of board's resolution without waiting for shareholders resolution.Otherwise,there may be delay in filing the return.

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