Can a post transaction approval of Audit Committee be obtained for related party transaction and if not done so, what will be the effect on the transaction ?
CS Professional · Environmental, Social and Governance (ESG) Principles and Practice · PYQS · June 2024
Can a post transaction approval of Audit Committee be obtained for related party transaction and if not done so, what will be the effect on the transaction ?
Answer & Explanation:
As per Rule 6A of the Companies (Meetings of Board and its Powers) Rules, 2014, all related party transactions shall require approval of the Audit Committee. Where the need for related party transaction cannot be foreseen and no information related to that are available, the audit committee may make omnibus approval for such transactions subject to their value not exceeding ₹ 1 Crore per transaction. In case of a transaction which does not involve an amount exceeding one crore rupees and which is entered into by a director or officer of the company without obtaining the approval of the Audit Committee and if it is not ratified by the Audit Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Audit Committee. In view of above, a post transaction approval of the Audit Committee can be obtained for related party transaction and if not done so, such transaction shall be voidable at the option of the Audit Committee. Further, in case such transaction is with the related party to any director, the director concerned shall indemnify the company against any loss incurred by it.
Topics: Corporate Governance
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