Law and Practice on Directors, Board Management, Key Management Personnel, Appointment and Remuneration of Managerial Personnel

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Description
The Companies Act, 2013 (hereinafter "the Act") came into force substantially on April 1, 2014. Since then quite a few changes have been made by way of notifications, Rules, such that many of the original provisions in the Act have been either diluted or strengthened. Major changes have been made through the Companies (Amendment) Act, 2017 which has cases considerably the rigours of procedure. In addition, SEBI has also brought about significant changes in the SEBI (Listing Obligations and Disclosure Requirements) (LODR) Regulations, 2015, most of which have become applicable from April 1, 2019 which will lead to a paradigm shift in the manner in which corporate Boards function. The bar, in so far corporate governance is concerned, has also been elevated, post the onset of the revised LODR Regulations.
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Contents
Chapter 1    Appointment and Qualifications of Directors (Chapter XI: Section 149 to 172)
Chapter 2    Meetings of Board and its Powers (Chapter XII: Sections 173 to 195)
Chapter 3    Appointment and Remuneration of Managerial Personnel (Chapter XIII: Section 196 to 205)
Annexure 1   
Text of Sections 149 to Section 205 as amended by the Companies the Companies (Amendment) Act, 2017
Annexure 2   
Relevant Rules
(a)    Companies (Appointment and Qualification of Directors) Rules, 2014
(b)    Secretarial Standard 1 Relating to Board Meetings as Amended.
(c)    Companies (Meetings of Board and its Powers) Rule, 2014
(d)    Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(e)    Schedule IV and V of the Companies Act, 2013
(f)    Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
        Regulations, 2015
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Author Details
Ramaswami Kalidas is a B.com (Honours) from St. Xavier's College, Kolkata. He is also a fellow member of the Institute of Company Secretaries of India (ICSI), having qualified in the year 1977. He is also an MBA with Specialisation in finance.
He has been in the professional field for four decades having held senior positions in Companies such as Ambuja Cements, Reliance Power etc. He is presently the Company Secretary and Head of Compliance of ACC Limited.
Mr. Kalidas was a visiting faculty at XLRI, Jamshedpur. He is a regular speaker at Seminars organised by professional bodies. He also writes regularly on contemporary issues in corporate law and his Articles have been published in leading professional journals and in web portals.
He is also a member of the Secretarial Standards Board (SSB) of the ICSI for the year 2019.
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