Managerial remuneraton as per companies act, 2013

What is the Provisions about  remuneration  paid to managerial personnel paid during the year if amount in excess as allowed under section 197 of Companies Act, 2013 is 10% of Net Profit, if there is ediquate profit in the Profit and Loss account of the Pulic Limited Company.

Replies (6)
the maximum ceiling for payment of managerial remuneration by a public company to its MD,WTD OR MGR. shall not exceed 11% of the net profit of the company computed as per sec198 in a particular f.y.
it can pay in excess of 11% of net profit with authority of shareholders n subject to the approval of CG.
individual limit:
not exceeding5% of NP if there is one MD orWTD or MANAGER
not exceeding 10% of there are more than one such directors etc.

According to section 197 of Companies Act, The total ( agregate) managerial remuneration payable by a public company to its director including MANAGING dIRECTOR, WHOLE TIME DIRECTOR AND MANAGER IN A FINANCIAL YEAR SHALL NOT EXCEED 11% OF THE NET PROFIT OF THE COMPANY. PROVIDED THAT COMPANY IN GENERAL MEETING AND ALSO WITH APPROVAL OF CENTRAL GOVERNMENT AUTHORIZE THE PAYMENT OF REMUNERATION EXCEEDING 11% OF THE NET PROFIT OF THE COMPANY, SUBJECT TO THE PROVISIONS OF SCHEDULE V

EXCEPT WITH APPROVAL OF COMPANY IN GENERAL MEETING, REMUNERATION PAYABLE TO ANY ONE MANAGING DIRECTOR OR WHOLE TIME DIRECTOR OR MANAGER SHALL NOT EXCEEC 5% OF BET PROFIT OF THE COMPANY AND 10% OF NET PROFIT OF COMPANY IF THERE IS MORE THAN ONE SUCH DIRECTOR.

iMPORTANT NOTE : AND SUCH A PERCENTAGE OF NET PROFIT SHALL BE EXCLUSIVE OF ANY FEES PAID TO DIRECTOR FOR ATTENDING BOARD MEETING OR COMMITTEE MEETING AS THE CASE MAY BE

Hello ,

 

Is there any circular for waiving the requirement of cg approval ??

 

please suggest

If a Public Company get pass the general meeting resolution for the same to increase the limit above 11% of net profit as on 21/05/2015 but not get the approval of CG in formMR-2 till now. what is the validity of that resolution?

What is the further proceedure should be adopted for the same, please clarify?

Thanks

 

Leave a Reply

Your are not logged in . Please login to post replies

Click here to Login / Register  

Company
04 September 2026
CA inter Or ca finalist

A Jaiswal and company

Lucknow

CA Final

View Details
Company
16 September 2026
Internal Audit - Team Lead

Consulting & Beyond

Chennai

CA

View Details
Company
ARTICLESHIP 29 August 2026
Article Assistant

RRPM & ASSOCIATES LLP

Chennai

CA Inter

View Details
Company
Featured 21 September 2026
Consultant - Reporting

Finrep Advisors LLP

Mumbai

CA

View Details
Company
Featured 11 September 2026
Audit Executive

RBSM Corporate Advisors Private Limited

Pune

CA

View Details
Company
28 August 2026
Assistant Manager

NRS AND ASSOCIATES

Kozhikode

CA Inter

View Details
Company
29 August 2026
Chartered Accountant

Velionit Consulting PVT LTd

Mumbai

CA

View Details
Company
09 September 2026
Semi Qualified CA / CA Inter - 2 Groups Cleared

Getmyca Consultant Pvt Ltd

New Delhi

CA Inter

View Details