Whether section 314 is applicable for reappointment of Whole time director of a pvt co at an increased remuneration.


Secondly if a relative of a director is appointed as a management representative at a remuneration of more than Rs. 20000 p.m. will section 314 will apply.Will the mgmt representative will be covered under office or place of profit.


What are the current limits when a special resolution is required and when a CG approval is required


Yes, Sec 314(1) is applicable in case of whole time director in a pvt co. for this u need to file F-32 and for increase in remuneration file F-23 to ROC.


in case of remuneration to director of a co. only S/R is required no CG approval is required. -
sec314(1)


but in case of Relative of director the following cases are applicable: -


if salary is upto rs. 10000 only O/R is required - Sec 314(1)(b)
Salary is upto rs. 20000 Susequent S/R is required - Sec 314(1B)
salary is upto rs. 50000 prior S/R is required - sec 314(1B)
and if salary is more than rs. 50000 Prior S/R alonr with CG approval is requires - Sec 314(1B)


Total monthly remuneration less than Rs. 10,000 per month - no special resolution
Rs.10,000/- to Rs.50,000/-:Special resolution which can be taken at the immediate first general meeting held after appointment


Exceeding Rs.50,000/- : Prior special resolution + Central Govt. approval




Central Government notified the Director's Relatives (Office or Place of Profit) Rules, 2003 on
5-2-2003 with regard to sub-section (1B) of this section. Rule 3 requires approval of Central Government where the monthly remuneration in respect of sub-section (1B) exceeds Rs. 50,000. [Though rule 10C(2) of the General Rules continues with the figure of Rs. 20,000 which mistakenly left to be changed to Rs.50,000/-]