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Amendment in Schedule XIII under powers conferred by sub-section (1) of section 641 of the Companies Act, 1956.

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....by makes the following further amendments in Schedule XIII to the said Act, namely :- In the said Schedule in Part II, in section II,-   (a)  for paragraph 1, the following shall be substituted, namely:-         "1. Notwithstanding anything contained in this Part, where in any financial year during the currency of tenure of the managerial person, a company has no profits or its profits are inadequate, it may pay remuneration to a managerial person by way of salary, dearness allowance perquisites and any other allowances,- (A) not exceeding the ceiling limit of Rs. 24,00,000 per annum or Rs. 2,00,000 per month calculated on the following scale :-   Where the effective capita....

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.... less than rupees 5 crores 2,00,000   (iii)  rupees 5 crores or more but less than rupees 25 crores 2,50,000   (iv)  rupees 25 crores or more but less than rupees 50 crores 3,00,000     (v)  rupees 50 crores or more but less than rupees 100 crores 3,50,000   (vi)  rupees 100 crores or more 4,00,000 : Provided that the ceiling limits specified under this sub-paragraph shall apply, if-    (i)  payment of remuneration is approved by a resolution passed by the Remuneration Committee;   (ii)  the company has not made any default in repayment of any of its debts (including public deposits) or debentures or interest payable thereon....

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.... relevant details would be w.r.t. the country of his origin)   (7)  Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personal, if any.         III. Other information :   (1)  Reasons of loss or inadequate profits   (2)  Steps taken or proposed to be taken for improvement   (3)  Expected increase in productivity and profits in measurable terms         IV. Disclosures :   (1)  The shareholders of the company shall be informed of the remuneration package of the managerial person   (2)  The following disclosures shall be mentioned in the Board....

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.... specified under this sub-paragraph shall apply, if-    (i)  payment of remuneration is approved by a resolution passed by the Remuneration Committee;   (ii)  the company has not made any default in payment of any of its debts (including public deposits) or debentures or interest payable thereon for a continuous period of thirty days in the preceding financial years before the date of appointment of such managerial person; (iii)  a special resolution has been passed at the general meeting of the company for payment of remuneration for a period not exceeding three years; (iv)  a statement along with a notice calling the general meeting referred to in clause (iii) is given to the shareholders con....

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....ected increase in productivity and profits in measurable terms         IV. Disclosures :   (1)  The shareholders of the company shall be informed of the remuneration package of the managerial person   (2)  The following disclosures shall be mentioned in the Board of Director's report under the heading "Corporate Governance", if any attached to the annual report :-    (i)  All elements of remuneration package such as salary, benefits, bonuses, stock options, pension etc. of all the directors;   (ii)  Details of fixed component and performance linked incentives along with the performance criteria; (iii)  Service contracts, notice period, sev....