Section 314

Thanks sir for the explanation. Please proceed.

Thanks, Please Proceed. 

just have a brief summery of section 314

IN context of section 314(1), [where we need to pass special resolution ]--   [NOT 314(1B)]



IN case , Parties related to a director is appointed to an office or place of profit under the company or a subsidiary thereof without the knowledge of the director,

Then consent of the company may be obtained either

·       in the general meeting aforesaid or

·       within three months from the date of the appointment,

whichever is later

[Reason: it may happen that parties related to a director is appointed to an office or place of profit under the company or a subsidiary thereof without the knowledge of the director and  company fails to pass SR (say Mr. X  being brother of  director of company is appointed to post of purchase manager for a salary of25000 p.m. on 30th August, the director  Mr. D is not aware of that   and  the company GM is  held after one month say 30 sept,. NOW after 10 days of  meeting  i.e on 10th Oct the director come to know that his own brother is appointed as purchase manager and he failed to pass SR )

NOTE THAT , a special resolution according consent shall be necessary for

·       every appointment in the first time only  to an office or place of profit and

·       for every subsequent appointment to such place of profit on a higher remuneration [the special resolution, except where an appointment on a time scale has already been approved by the special resolution].

[Explanation- In case first  the relative of director is appointed and  then director is appointed after that in such a case section 314(1) is NOT APPLICABLE – i.e. NO Special Resolution  is needed ]- every thing is OK

Read Act language

“314(1A) Nothing in sub-section (1), shall apply where a relative of a director or a firm in which such relative is a partner holds any office or place of profit under the company or a subsidiary thereof having been appointed to such office or place before such director becomes a director of the company “

NOW A GENERAL QUESTION 

WHAT IF SECTION 314(1) VOILATED i.e. SR is not passed within time

CONSEQUENCE

·         APPOINTMENT SHALL BE INVALID

AND

·         Director or such person related to director  shall also be liable to refund to the company any remuneration received or the monetary equivalent of any perquisite or advantage enjoyed by him or it for the period immediately preceding the date aforesaid in respect of such office or place of profit.

Shall I proceed further ?

Please Proceed....

Dear all

please give me a rly on this

Upto Rs 10000                               Ordinary Resolution

10001 to Rs. 20000                       Special resolution in subsequent AGM

20001 to 49999                              Prior Special resolution

50000 and above                           Prior SR + Central Government

Please verify the above.

The amount you have mentioned above is what...? Kindly put the heading on both the columns so that its easy to understand and comment.

Originally posted by : Avinash Chandra
	Dear all please give me a rly on this Upto Rs. 10000                               Ordinary Resolution 10001 to Rs. 20000                       Special resolution in subsequent AGM 20001 to 49999                              Prior Special resolution 50000 and above                           Prior SR + Central Government Please verify the above.

 The above table is not correct.

The holding of office or place of profit by directors or their relatives can be bifucated into two parts -

 i) When the directors hold office of profit   

  -  Special Resolution irrespective of the amount  involved

ii) Where the office of profit is held by partner or  relative of a director or firm in which such director  or relative of such director is a partner or a private  company of which such director is a director or member or any director or manager of such a   private company         

  -  Upto Rs. 50,000  SR in General Meeting held immediately after the appointment

 -  Above Rs. 50,000 - Prior consent of the Company by SR + CG approval

Regards

 Thank you Jayashree ma'am