Appointment of Managing Director requires prior board approval and compliance with qualification, tenure and conflict of interest restrictions. Appointment of the managing director of a recognised stock exchange or recognised clearing corporation requires prior approval of the Board, institution-determined qualifications and appointment procedures consistent with Board guidelines, a fixed tenure within prescribed limits, and eligibility restrictions to prevent conflicts of interest. The managing director may not be a shareholder/associate of a shareholder, a trading or clearing member (or related associate/agent), or hold concurrent positions in subsidiaries or associated entities, with limited exception for non-executive subsidiary board membership.