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CS Executive · Company Law and Practice · Key Managerial Personnel and their Remuneration

Kaveri Foods Ltd proposes a special business item at its general meeting fixing the remuneration of its managing director, Mr. Nair. Under the Companies Act, 2013, what must the explanatory statement annexed to the notice disclose regarding interest?

The statement must disclose the nature of concern or interest, financial or otherwise, of every director, the manager if any, every other key managerial personnel and their relatives in each item of special business. Being within limits gives no exemption from this disclosure.

  1. AOnly the interest of directors who are not KMP
  2. BOnly the interest of the promoters holding over 10% shares
  3. CNature of concern or interest, financial or otherwise, of every director, the manager if any, other KMP and their relativesCorrect
  4. DNo interest need be disclosed if the remuneration is within limits

Explanation

Section 102(1)(a) requires the statement to set out the nature of concern or interest of every director, the manager if any, every other KMP and their relatives. There is no exemption for remuneration within limits, so the last option is wrong.

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