M D Appointment

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amit trivedi (Querist)

16 March 2011 A closly held public Ltd. co. filed Form 23, Form 32 and Form 25C in March, 2010 for Appointment of Managing Director and Remuneration of him. But, now the Company has know that the resolution which attached to these forms was wrong. Means the co. wants to pay some fixed amount as remuneration instead of % of net profit as stated in the attached resolution. All these forms were approved. Now What to do. Please guide me in details. Thanks

Jayashree S Iyer

Jayashree S Iyer (Expert)

17 March 2011 Pass a Board Resolution revising the terms of remuneration of MD and file Form 23 under section 192(4)(c).

Also get the approval of shareholders for the revised remuneration. The revised remuneration requires approval of shareholders in general meeting as per Part III of Schedule XIII of the Companies Act, 1956.

No need to file Form 32 or 25C again.

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