Key Highlights
- Managerial Remuneration Comprehensive analysis of limits on managerial remuneration, remuneration in cases of loss or inadequate profits, sitting fees, remuneration for professional services, recovery and waiver of excess remuneration, and the impact of the Companies (Amendment) Act, 2017 and Schedule V.
- Office or Place of Profit Detailed examination of the statutory meaning, scope, and consequences of holding an office or place of profit, including its treatment as a related party transaction and its distinction from directorial remuneration.
- Directors: Appointment, Tenure & Removal Authoritative coverage of appointment, retirement by rotation, removal, resignation, casual vacancies, proportional representation, and appointment of independent directors, including compliance under SEBI LODR Regulations.
- Duties, Disclosures & Disqualifications In-depth discussion on disclosure of interest, related party transactions, disqualification and vacation of office, and the interrelationship between sections 164 and 167 of the Companies Act, 2013.
- Liability & Relief Exhaustive treatment of civil, criminal, and vicarious liability of directors, liability for tax dues and corporate debts, contempt of courts and tribunals, relief under section 463, and the extent of protection available to independent and non-executive directors.
- Managing Director, Manager & Company Secretary Clear exposition of their legal status, powers, remuneration, and accountability within the corporate framework.
Supported by extensive Indian and English case law, this book is an indispensable reference for company secretaries, corporate lawyers, chartered accountants, directors, compliance officers, regulators, and advanced students of corporate law who seek authoritative guidance on governance, remuneration, and managerial responsibility.
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