Mr A was appointed as CEO of unlisted public co. in Jan.2012 by Board. In Jan.2013 one of his relative was appointed as director of the company. Approval of members u/s 314 of CA 1956 was not required since appointment of relative as director was made subsequently. Now what action is required under CA 2013?
CEO is a KMP and Board resolution is required for his appointment u/s 203. Sec.188 requires prior approval of members by special resolution. Going by that, date of his appointment cannot be prior to date of passing SR. Protection u/s 465(2) may not be available in this case. How the requirement of prior approval can be complied with?
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Query on appointment of ceo (related party)
Replies (1)
Seems 465(2) is not applicable because the appointment u/s 314 is not consistent with corresponding provisions of Companies Act-2013.
And even seems in this case appointment cannot be ratified by shareholder subsquently because time period of 3 months have expired
also please check other members veiws.
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