In the following scenario, examine whether the amount of sitting fees decided by the Board of directors is in accordance with the provisions of the Companies Act, 2013 and rules made thereunder : Name Nature of directors

CS Executive · Company Law · PYQS · June 2021
In the following scenario, examine whether the amount of sitting fees decided by the Board of directors is in accordance with the provisions of the Companies Act, 2013 and rules made thereunder : Name Nature of directorship Amount of sitting fees per meeting (₹) Raja Nominee director 1,20,000 Raju Small shareholder director 1,00,000 Ritu Independent director 1,00,000 Shalini Independent director 75,000

Answer & Explanation:

Section 197(5) of the Companies Act, 2013 read with Rule 4 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 prescribes that a company may pay a sitting fee to a Director for attending meetings of the Board or committees thereof, such sum as may be decided by the Board of Directors, which shall not exceed ₹ 1 lakh per meeting of the Board or committees thereof. Provided that for Independent Directors and Women Directors, the sitting fee shall not be less than the sitting fee payable to other Directors. Based on the above stipulated provisions, the following mentioned sitting fees payable is: Name Remarks Raja (Nominee Director) Sitting fees exceeds maximum amount and should be reduced to ₹ 1,00,000 Raju (Small Shareholder Director) Sitting fees is within limit Ritu (Independent Director) Sitting fees is within limit Shalini (Independent Director) Sitting fees is within limit but it should not be less than other directors and hence should be ₹ 1,00,000

Topics: Appointment and Remuneration of Managerial Personnel

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