Compliance from Boardroom perspective under SEBI LODR
– Vinita Nair, Senior Partner | corplaw@vinodkothari.com
– Vinita Nair, Senior Partner | corplaw@vinodkothari.com
– Shaivi Bhamaria and Ajay Ramanathan | corplaw@vinodkothari.com
– Ajay Ramanathan, Executive | ajay@vinodkothari.com
– Payal Agarwal & Shreya Salampuria | corplaw@vinodkothari.com
– Team Corplaw | corplaw@vinodkothari.com
Read our write ups on the said consultation paper:
– Vinita Nair, Aanchal Kaur Nagpal & Payal Agarwal | corplaw@vinodkothari.com
Read our related resources here :
– Sharon Pinto & Ajay Ramanathan | corplaw@vinodkothari.com
– Team Corplaw | corplaw@vinodkothari.com
Appointment of Nominee director | Disqualification under CA, 2013 |
Resignation, removal | Roles, responsibilities and liability |
Board composition | Applicability and immediate actionable under present amendment |
A Nominee Director is a representative of a stakeholder/ stakeholder group (“nominator”), put by the nominator on the board of a company, to ensure that the interests of the nominator, and the general interests of the Company, are safeguarded. While, the enabling provisions for appointment of nominee director is primarily set out in Sec. 161(3) of CA, 2013 authorisation in the Articles of Association of the Company is a prerequisite. Under CA, 2013 the power to appoint director vests with shareholders. The Board has the power to appoint an additional director, alternate director and a nominee director only where specifically authorised under the AOA.
A nominee director is a director, and therefore, except for specific provisions of law, articles or the terms of the agreement under which the right of nomination comes, the position, appointment process, etc., of the nominee director are the same as those of any director. The similarities and the differences are tabulated as under:
Read more →– Vinita Nair, Senior Parnter | corplaw@vinodkothari.com
– Sharon Pinto & Ajay Ramanathan | corplaw@vinodkothari.com