Appointment of managing or whole-time director or manager to require Government approval only in certain cases.

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

.... director or a manager in a public company or a private company which is a subsidiary of a public company shall be made except with the approval of the Central Government unless such appointment is made in accordance with the conditions specified in Parts I and II of Schedule XIII (the said Parts being subject to the provisions of Part III of that Schedule) and a return in the prescribed form is filed within ninety days from the date of such appointment. (3) Every application seeking approval to the appointment of a managing or whole-time director or a manager shall be made to the Central Government within a period of ninety days from the date of such appointment. (4) The Central Government shall not accord its approval to an application ....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

.... refer the matter to the [3][Tribunal] for decision. (8) The [4][Tribunal] shall, on receipt of a reference under sub-section (7), issue a notice to the company, the managing or whole-time director or the manager, as the case may be, and the director or other officer responsible for complying with the requirements of Schedule XIII, to show cause as to why such appointment shall not be terminated and the penalties provided under sub-section (10) shall not be imposed. (9) The [5][Tribunal] shall, if, after giving a reasonable opportunity to the company, the managing or whole-time director or the manager, or the officer who is in default, as the case may be comes to the conclusion that the appointment has been made in contravention of the re....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

....d to be in contravention of Schedule XIII, shall, if the acts so done are valid otherwise, be valid notwithstanding any order made by the [12][Tribunal] under sub-section (9). Explanation. In this section "appointment" includes re-appointment and "whole-time director" includes a director in the whole-time employment of the company.     ---------------------------------- Notes:- [1] Substituted by the Companies (Amendment) Act, 1988, section 46, w.e.f. 15-6-1988, for section 269 which was earlier substi­tuted by Act 65 of 1960, section 90. Prior to the present substitution, section 269 read as under:  "269. Appointment or re-appointment of managing or whole-time director to require Government approval in certain cas....

X X   X X   Extracts   X X   X X

Full Text of the Document

X X   X X   Extracts   X X   X X

.... satisfied that___      (a) it is in the interests of the company to have a managing or whole-time director,      (b) the proposed managing or whole-time director of the company is, in its opinion, a fit and proper person to be appointed as such and that the appointment of such person as managing or whole-time director is not against the public interest, and      (c) the terms and conditions of appointment of the proposed managing or whole-time director of the company are fair and reasonable. (4) While according its approval under sub-section (1), the Central Government may, if it is of opinion that in the interests of the company it is necessary so to do, accord approval to th....