Section 1
Subs. by Notification No. S.O. 2113(E), dated 5 th July 2017, for " acting within his authority" .
1. Subs. by Notification No. S.O. 2113(E), dated 5 th July 2017, for " acting within his authority" .
(g)the remuneration, mentioning periodic fees, reimbursement of expenses for participation in the Boards and other meetings and profit related commission, if any.
The terms and conditions of appointment of independent directors shall be open for inspection at the registered office of the company by any member during normal business hours.
The terms and conditions of appointment of independent directors shall also be posted on the company's website.
V. Re -appointment:
The re -appointment of independent director shall be on the basis of report of performance evaluation.
VI. Resignation or removal:
The resignation or removal of an independent director shall be in the same manner as is provided in sections 168 and 169 of the Act.
An independent director who resigns or is removed from the Board of the company shall be replaced by a new independent director within 1 [three months] from the date of such resignation or removal, as the case may be.
Where the company fulfils the requirement of independent directors in its Board even without filling the vacancy created by such resignation or removal, as the case may be, the requirement of replacement by a new independent director shall not apply.
VII. Separate meetings:
The independent directors of the company shall hold at least one meeting 2 [in a financial year], without the attendance of non -independent directors and members of management;
All the independent directors of the company shall strive to be present at such meeting;
The meeting shall:
(a) review the performance of non-independent directors and the Board as a whole;
(b) review the performance of the Chairperson of the company, taking into account the views of executive directors and non -executive directors;
(c) assess the quality, quantity and timeliness of flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.
VIII. Evaluation mechanism:
The performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.
On the basis of the report of performance evaluation, it shall be determined whether to extend or continue the term of appointment of the independent director.
Roop's Law Assist