Should there be any exclusive meeting of independent directors ? Referring to the provisions of the Companies Act, 2013, examine whether in the following cases, companies are required to appoint Independent Director : (a

In terms of provisions of Schedule IV to the Companies Act, 2013 and Regulation 25(3) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the independent directors of the company shall hold at least one meeting without the attendance of non-independent directors and members of management and all the independent directors shall strive to be present at such meeting. In terms of provisions of Section 149(4) and Rule 4 of Companies (Appointment and Qualifications of Directors) Rules, 2014, every listed public company shall have at least one-third of the total number of directors as independent directors. Also, the following class or classes of companies shall have at least two directors as independent directors:- the Public Companies having paid up share capital of ₹10 crores or more; or the Public Companies having turnover of ₹100 crores or more; or the Public Companies which have, in aggregate, outstanding loans, debentures and deposits, exceeding ₹50 crores In terms of the aforesaid provisions, (a) In case of Support Limited, since the company is not a listed entity and its paid up capital is less than ₹10 crores the question of appointment of independent directors doesn't arise. (b) In the case of Energies Limited, even if it is not a listed entity but since Energies Limited is a public company, having the turnover of ₹200 Crores which attracts the compliance of the provision. Hence, the Energies Ltd. shall appoint at least two directors as independent directors since the turnover of the Company is ₹200 crores falls under the category of qualifying limits as stated above.