Priya is a Whole-Time Director in Surya Limited and Sun Limited, wishing to draw Remuneration from both the Companies. As per the limits prescribed under the Companies Act, 2013, she is entitled to draw a remuneration of

CS Professional · Advanced Company Law and Practice · PYQS · June 2017
Priya is a Whole-Time Director in Surya Limited and Sun Limited, wishing to draw Remuneration from both the Companies. As per the limits prescribed under the Companies Act, 2013, she is entitled to draw a remuneration of ₹10,00,000 from Surya Ltd. and ₹15,00,000 from Sun Limited, you being a Company Secretary advise Ms. Priya about her entitlement for the Remuneration in the aforesaid situation.

Answer & Explanation:

According to second proviso to sub-section (1) of section 197 of the Companies Act, 2013, the remuneration payable to any one managing director; or whole-time director or manager shall not exceed five per cent of the net profits of the company. Since the question has no information about profit of these companies, let us assume both companies do not have adequate profit to give salary to its whole time directors. According to clause (d) of Part-I of Schedule V of the Companies Act, 2013, if a person is a managerial person in more than one company, he shall draw remuneration from one or more companies subject to the ceiling provided in Section V of Part-II of the said schedule. The said section V of Part-II provides that subject to the provisions of sections I to IV, a managerial person shall draw remuneration from one or both companies, provided that the total remuneration drawn from the companies does not exceed the higher maximum limit admissible from any one of the companies of which he is a managerial person. According to Table A, where a company have negative or less than rupees five crore effective capital, it may give yearly remuneration to its whole time directors up to ₹60 lakh. Hence, Ms. Priya is advised that she can draw remuneration from both the companies together up to rupees sixty lakh only.

Topics: Appointment and Remuneration of Managerial Personnel

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