LIVE GST Certification Course by CA Arun Chhajer begins 21st April. Register Now!!

appointment of managing director

24 May 2019

do we need to have prior permission of central govt in case we are appointing managing director who is already the managing director of another company?

Reply
Follow
Share

4 Replies

Shrikant (Associate) (350 Points)
Replied 24 May 2019

Is this private company or public company?

Himanshu Paliwal (Tax consultant ) (10 Points)
Replied 25 May 2019

We can't give any suggestion on the basis of such information

krishnamohan (sr.auditor) (49 Points)
Replied 23 June 2019

Yes, you need permission from ROC.

A person is a shareholder at first and then he will become Managing director among all the directors.

A resolution will be passed., and the minutes of the meeting should be submitted to the ROC in a prescribed format.

Company appointed Auditor has to do all these things.

sometimes needed amendment in AOA.

RISHABH ARORA (Company Secretary in Practice ) (194 Points)
Replied 24 June 2019

Sub-section 3 of Section 203 is reproduced below for your reference:

(3) A whole-time key managerial personnel shall not hold office in more than one company except in its subsidiary company at the same time:

Provided that nothing contained in this sub-section shall disentitle a key managerial personnel from being a director of any company with the permission of the Board:

Provided further that whole-time key managerial personnel holding office in more than one company at the same time on the date of commencement of this Act, shall, within a period of six months from such commencement, choose one company, in which he wishes to continue to hold the office of key managerial personnel:

Provided also that a company may appoint or employ a person as its managing director, if he is the managing director or manager of one, and of not more than one, other company and such appointment or employment is made or approved by a resolution passed at a meeting of the Board with the consent of all the directors present at the meeting and of which meeting, and of the resolution to be moved thereat, specific notice has been given to all the directors then in India.

So a Company can appoint a person as an MD only and only if she/he is already an MD in not more than one Company by passing a resolution passed at a meeting of the Board with the consent of all the directors present at the meeting and of which meeting, and of the resolution to be moved thereat, specific notice has been given to all the directors then in India.

Thereafter the Company has to file Form MR-1 i.e. Return of appointment of MD/WTD/Manager and Form DIR-12 i.e. Particulars of appointment of Directors and the key managerial personnel and the changes among them, with concerned ROC.