Kmp Agreement

Section 2(54) of the Companies Act, 2013, defines a chief executive officer as a director responsible for the essential skills of the management of the enterprise and its affairs, appointed by agreement or decision at its general meeting. On the other hand, for positions such as MD, which may be both part-time and full-time, it is necessary, at the time of appointment, to determine whether or not such a director is full-time. This could be done under a service contract or the same can be provided for in the decision of the board of directors making such an appointment. The appointment of the Director General for the purposes of section 203 is necessarily made on a full-time basis. Manager: According to Article 2, point 54, `managing director` means a director who, by virtue of the articles of association of a company or an agreement with the company or a decision taken at its general meeting or board of directors, is entrusted with essential powers to manage the affairs of the company, including a director who holds the position of managing director; Of any name whatsoever. Under section 2 (60) of the Act, a « late public servant » is liable for any penalty or penalty equal to imprisonment or a fine. Among the managers, we can mention: the function of managing the implementation of important decisions is the responsibility of the Key Managerial Personnel. Here are some of KMP`s most important roles and responsibilities: General standards do not allow a full-time P KMP to get a position in more than one company at the same time. However, an entity may include in its ranks a person who holds such a position in several companies under the following conditions: in this context, the law cannot be read in such a way as to exclude certain SMIs from their obligations and obligations imposed by designating a single person as an PMI. Therefore, if a company has appointed both a CEO and an MD and the company has the option of designating one of them as an SME, this would be tantamount to excluding the other from the domain of the defaulting business owner or a close party, which cannot be the intention of the law and although the word used in sections 2 (51) (i) and 203 (1) (a) of the act is « or », but must be read as « and » to satisfy the intention of the legislator. In determining the meaning of the term « Office », the second provision of section 203, subdivision 3, provides that a full-time key person who simultaneously carries on business in more than one corporation on the date of coming into force of this Act, within six months of its coming into force, chooses a company in which he wishes to continue to occupy the position of SME. Here too, the term « Office » has been used in the same way as in subsection 3 of section 203, but the reservation is very categorical as to the need for the P KMP to choose a company in which he wishes to continue to resign from the function of KMP.

While there is no doubt that CS, CFO and WTD are KMPs, the first category of people to be treated as KMP, i.e. CEO or MD or manager, due to the use of the word « or », requires analysis. While section 196(1) of the Act states that no company may simultaneously appoint or employ an officer and an officer, there is nothing to prevent a company from having both a CEO, MD or CEO and an officer. The question that arises in such a situation is whether both the CEO and the MANAGING Director are treated as SMEs or whether the company has the possibility to designate one of them as KMP. The concept is indeed noble and very important, although there is plenty of air to evacuate. . . .

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