Salary to a Non-Executive Director of a Private Limited Co.

Remuneration can be paid to a non-executive director without him being a whole time director, however subject to the following (Section 309 of Companies Act, 1956): 

1)  monthly, quarterly or annual payment  only with the approval of the CG

2) commission not exceeding 1% (if the company has MD/WTD/Manager) or 3% ( in any other case) of the net profits subject to passing special resolution in GM  Any commission exceeding these limits can be paid subject to approval by CG.

A Director holding the position of marketing consultant, if not appointed whole time will be a non-executive director and his office of marketing consultant will be treated Office of Profit u/s.314.

Hi,

The query is with regard to a Private Limited Company, hence the provisions of Section 269 read with Schedule XIII and section 309 and 310 shall not be applicable, provided the said private limited company is not a subsidiary of  Public Company.

Further, in my view, the provisions of Section 314 may attract as the director is discharging the function of Marketing Consultant.

Best Regards

CS Ashwini Kumar 

A person is an employee of partnership firm.Can he be appointed as Executive director of the Pvt Co.?Will Sec 314 will get attract