The managerial remuneration payable by a listed company and its subsidiaries to its directors is regulated under section 197 of the Companies Act, 2013 (the Act) read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. In terms of these provisions, the total managerial remuneration shall not exceed 11% of net profits of the Company for that financial year unless the Company, in a general meeting, with the approval of the Central Government, authorises payment of remuneration in excess of the above ceiling. Salaries of other personnel are not regulated under the Act.

Managerial remuneration limits restrict directors' pay; excess requires company approval and Central Government consent. The statutory regime limits managerial remuneration payable by a listed company and its subsidiaries to directors to a prescribed proportion of net profits for a financial year; any excess requires authorisation by the company in a general meeting and approval of the Central Government. Salaries of other personnel are not governed by this cap.