Every listed company and certain class or classes of public companies as prescribed under Rules are required to have independent directors on its Board. Sahyajog Ltd., a listed company, has appointed Raghu as one of the
CS Professional · Advanced Company Law and Practice · PYQS · June 2016
Every listed company and certain class or classes of public companies as prescribed under Rules are required to have independent directors on its Board. Sahyajog Ltd., a listed company, has appointed Raghu as one of the independent directors on its Board. Being the Company Secretary of the company, you have been asked by the management to suggest a format of the declaration to be given by the independent director under section 149(6). Advise the company.
Answer & Explanation:
M/s, Dear Sir, I undertake to comply with the conditions laid down under section 149(6) and schedule IV of the Companies Act, 2013 in relation to conditions of independence and in particular (a) I declare that up to the date of this declaration, apart from receiving director's remuneration, I did not have any material pecuniary relationship or transactions with the Company, its promotes, its directors it senior management or its holding company, its subsidiary and associates as named in the Annexure thereto which may affect my independence as director on the Board of the Company. I further declare that I will not enter into any such relationship/transaction; however, if and when I intend to enter into any such relationship/transactions, whether material or non-material I shall seek prior approval of the Board. I agree that I shall cease to be an independent director from the date of entering into such relationship/transaction (b) I declare that I am not related to promoters or persons occupying management positions at the board level or at one level below the board and also have not been an executive of the Company in the immediately preceding three financial years. (c) I was not a partner or an employee or was also not partner or an employee during the preceding three years, of any of the following: The firm of auditors or Company Secretary in Practice or cost auditors of this company or its holding subsidiary or associate company; and the legal firm(s) and consulting firms(s) that has or had any transaction with company, its holding subsidiary or associate company amounting to 10% or more of gross turnover of such firm. Thanking You, Yours faithfully, Raghu Date : Place :
Topics: Directors
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