BOARD OF DITECTORS

Only companies act 2013 bring this concept KMP.

Listed company – if the name of the company is in the stock exchange trading list, then it is known as
listed company.

TYPES OF DIRECTORS

1 Residential director

2 Independent director

3 Small share holder director

4 Nominee director

5 Women director

6 Additional director

7 Shadow director

8 Alternate director.

9 Whole time director

10 Managing director

11 EXECUTIVE DIRECTOR

12 NON EXECUTIVE DIRECTOR

An independent director may be an executive DIRECTOR, whole time directors, not also as an
managing director,

So why an independent director - an independent director will be a talented person,

Professionalised person and also an expert in the company.

An independent director will be an integrity

Most important decision can be taken by him, while deciding a company policy, rules and regulation
this independent director plays an vital role.

Before 2013 there is no such kind of role “INDEPENDENT DIRECTOR”

After companies act 2013 this concept has be formed as to monitor the company without making
any wrong or mistake.

A company and an independent director will not have any connection, especially in money related
matter, other than his service fee from the company, no other contact with the company regarding
money will be there.

He wont have any connection with any other board of director or promoters.

Share capital 10 crore & turn over 100 crore & borrowings – 50croress- then there should be atleast
1 independent director should be appointed

Small share holder may also called as independent share holders

The notice should be sent to the company before 14 days of meeting of appointment of the single
small share holder director.

Along with the notice at least 1000 share holders details should be enclosed.

If there is only 1000 share holders then 1/10th of the (that is 100)share holders should send a notice
before 14 days of meeting of the company.
The financial institute will nominate the nominee share holders and the board of director will
appoint that person as a nominee director.
Alternate director is also called as substitute director.
SUBSTANTIAL POWERS OF MANAGEMENT – IN THE AFFAIRS OF THE COMPANY.

MAJORITY OF THE POWER OF MANAGEMENT.

MD WORKS UNDER THE SUPERVISION, CONTROL AND DIRECTION OF BOARD OF DIRECTORS.

PERIODS OF APPOINTMENT – MAX 5 YEARS, AFTER COMPLETION HE CAN BE REAPPOINTED, BUT HE

CANNOT BE ABLE TO CONTINUE AT A STERCH OF 5 YEARS.

FOR WHD THERE IS NO SPECIFIC PERIOD TO WORK IN THE COMPANY

EXECUTIVE DIRECTOR IS AN FULL TIME EMPLOYEE, LOOK AFTER ROUTINE OF THE COMPANY AND HE
WAS PAID
EXECUTIVE DIRECTOR – DECISION MAKING AND RESPONSIBLE FOR THE MISSION AND SUCCESS OF
THE ORGANISATION.

HE IS NOT THE EMPLOYEE OF THE COMPANY, HE HOLDS THIS POSITION IN OTHER COMPANY ALSO.

HE GETS SITTING FEE OR SERVICE FEE, AND HE IS AN EXPERT PERSON.

GIVE ADVICE TO THE COMPANY.

INDEPENDENT DIRECTOR

A COMPANY SHALL HOLD ATLEAST 1/3 OR 2 INDEPENDENT DIRECTOR.

MINIMUM 2 SHOULD BE THERE. IF MORE THAN 2 THEN IT SHOULD NOT EXCEED 1/3 RD OF THE
BOARD.