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Remuneration to whole time director with retrospective effec

shivang (cs trainee) (67 Points)

22 June 2013

suppose additional and wholetime director has been appointed on 25th march 2013 without remueration, s.t. provisions of section 269 and aschedule XIII.for period of 5 years w.e.f 25th march 2013 on the board meeting held on 25th march 2013. today is 22nj june 2013. my question is that whether his remueration, falling with in the limits mentioned in schedule XIII,SECTION 198,309,310, can be fixed retrospectively w.e.f. 25th march 2013 IN THE SUBSEQUENT BOARD MEETING.

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2 Replies

P C Agrawal (Registered independent director Past Ch) (8229 Points)
Replied 23 June 2013

This is somewhat unique case. Whole time director normally indicates a director employed on whole time basis on payment of remuneration. Pl clarify whether his designation is being shown as WTD on MCA website and if yes, why the director accepted the assignment without remuneration? You are referring to Schedule-XII and hence I presume that the company is a public limited company.

Rama chary Rachakonda (Master in Accounts & high court Advocate) (8722 Points)
Replied 24 June 2013

Originally posted by : shivang

As far as remuneration of director is concerned, Board has no authority to increase/decrease remuneration wt\ith retrospective effect.

Board take decision subject to the approval of shareholders.

Now, One can pass the resolution with immediate effect and start paying increased remuneration and shareholders can ratify this in next general meeting.

But, Board can not do it from retrospective effect.