TMI BlogCompany to have Board of Directors.X X X X Extracts X X X X X X X X Extracts X X X X ..... Provided further that such class or classes of companies as may be prescribed, shall have at least one woman director. (2) Every company shall have at least one director who has stayed in India for a total period of not less than one hundred and eighty-two days in the previous calendar year. (3) Every listed public company shall have at least one-third of the total number of directors as independent directors and the Central Government may prescribe the minimum number of independent directors in case of any class or classes of public companies. Explanation . For the purposes of this sub-section, any fraction contained in such one-third number shall be rounded off as one. (4) Ev ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ar; (e) who, neither himself nor any of his relatives (i) holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed; (ii) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed, of (A) a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or (B) any legal or a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... directors shall abide by the provisions specified in Schedule IV. (8) Subject to the provisions of section 198, an independent director shall not be entitled to any remuneration, other than a fee provided under sub-section (5) of section 197, reimbursement of expenses for participation in the Board and other meetings and profit related commission as may be approved by the members. (9) Subject to the provisions of section 152, an independent director shall hold office for a term up to five consecutive years on the Board of a company, but shall be eligible for re- appointment on passing of a special resolution by the company and disclosure of such appointment in the Board's report. (10) Notwithstanding anything cont ..... X X X X Extracts X X X X X X X X Extracts X X X X
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