TMI BlogDefinitionsX X X X Extracts X X X X X X X X Extracts X X X X ..... ssesses relevant expertise and experience; (ii) who is or was not a promoter of the listed entity or its holding, subsidiary or associate company 1 [or member of the promoter group of the listed entity]; (iii) who is not related to promoters or directors in the listed entity, its holding, subsidiary or associate company; (iv) who, apart from receiving director's remuneration, has or had no material pecuniary relationship with the listed entity, its holding, subsidiary or associate company, or their promoters, or directors, during the 5 [ three ] immediately preceding financial years or during the current financial year; (v) none of whose relatives 6 [ -(A) is holding securities of or interest in the listed entity, it ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lower. ] ; (vi) who, neither himself 7 [ /herself ] , nor whose relative(s) - (A) holds or has held the position of a key managerial personnel or is or has been an employee of the listed entity or its holding, subsidiary or associate company 8 [ or any company belonging to the promoter group of the listed entity, ] in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed; 9 [ Provided that in case of a relative, who is an employee other than key managerial personnel, the restriction under this clause shall not apply for his / her employment. ] (B) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... as independent directors; (b) which is a Trust, mandated to constitute its board of trustees in accordance with the law under which it is established, the non-employee trustees on its board shall be treated as independent directors. ] (c) material subsidiary shall mean a subsidiary, whose income or net worth exceeds 3 [ten] percent of the consolidated income or net worth respectively, of the listed entity and its subsidiaries in the immediately preceding accounting year. Explanation.- The listed entity shall formulate a policy for determining material subsidiary. 11 [ (d) senior management shall mean the officers and personnel of the listed entity who are members of its core management team, excluding the Board of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e, whichever is lower, during the two immediately preceding financial years or during the current financial year 7. Inserted vide Notification No. SEBI/LAD-NRO/GN/2021/35 dated 03-08-2021 w.e.f. 01-01-2022 8. Inserted vide Notification No. SEBI/LAD-NRO/GN/2021/35 dated 03-08-2021 w.e.f. 01-01-2022 9. Inserted vide Notification No. SEBI/LAD-NRO/GN/2021/35 dated 03-08-2021 w.e.f. 01-01-2022 10. Inserted vide Notification No. SEBI/LAD-NRO/GN/2021/47 dated 07-09-2021 11. Substituted vide Notification No. SEBI/LAD-NRO/GN/2023/117 dated 17-01-2023 before it was read as, (d) senior management shall mean officers/personnel of the listed entity who are members of its core management team excluding board of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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