1) Sub-sections (4) and (5) of Section 196 of the 2013 Act deal with the procedure and approval requirements for appointment managing director, manager or whole-time director (“Managerial Personnel”) and requires companies to comply with the provisions of section 197 and Schedule V with respect to remuneration payable to Managerial Personnel.
2) The provisions require approval of board at a meeting followed by approval of members in the next general meeting for appointment of Managerial Personnel. The company is also required to file return of appointment of Managerial Personnel within 60 days from the date of such appointment
3) the Notification issued on 5th June 2015 exempts private companies from the applicability of sub-sections (4) and (5) of Section 196 of the 2013 Act.
4) With this exemption, private companies are set free from the following requirements with respect to appointment of Managerial Personnel:
