PQR Ltd. was incorporated as a Government Company. The Authorised Share Capital of the Company is ₹15 Crore. The Paid-up Share Capital of the Company is ₹3 Crore. What provisions of section 203 of the Companies Act, 2013

Section 203 of the Companies Act, 2013 read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 mandates the appointment of whole-time Key Managerial Personnel and makes it obligatory for every listed company and every other public company having a paid- up share capital of ₹10 crores or more, to appoint the following whole-time key managerial personnel: Managing Director, or Chief Executive Officer or Manager and in their absence, a Whole-Time Director; Company Secretary; and Chief Financial Officer. Further rule 8A of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 requires that every private company which has a paid-up share capital of ₹10 crore or more shall have a whole -time company secretary. Vide notification dated June 05, 2015 issued by Ministry of Corporate Affairs, Government Companies are granted certain exemptions. As per the said notifications: The provisions of sub-sections (1), (2), (3) and (4) of Section 203 of the Companies Act, 2013 with respect to appointment of key managerial personnel, holding of office, period within which appointment to be made in case of vacation of office of KMP, will not apply to a Managing Director or Chief Executive Officer or Manager and in their absence, a whole-time director of the Government company. All the provisions of Section 203 of the Companies Act, 2013, attracting the penal provision contained in Section 203 (5) will not apply to a Managing Director or Chief Executive Officer or Manager and in their absence, a Whole-Time Director of the Government Company. However, all the provisions of Section 203 of the Companies Act, 2013 will continue to apply to CFO and CS of Government Companies as only these persons will be mandatorily required to be appointed as whole time KMP in case of selected class of companies prescribed in the Companies Act, 2013. As the Paid-up share capital of PQR Ltd. is ₹3 crores which is less than prescribed limit mentioned under Section 203 of the Companies Act, 2013, it is not required to appoint the whole-time Key Managerial Personnel in the Company.