Article explains Threshold limits for applicability of 15 provisions of Companies Act, 2013 related to Key Managerial Personnel, Appointment of Company Secretary, Independent Directors, Woman Director, Meeting of Independent Director, Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Statement indicating the manner of Annual evaluation of its own performance by the Board and that of its committees & individual Directors in Board’s report, etc, Establishment of Vigil Mechanism, Risk Management Policy, Secretarial Audit, Stakeholders Relationship Committee, Internal Auditor, XBRL and Small Company.
Threshold limits for applicability of provisions of Companies Act, 2013
| Sr. No. | Particulars | Section | Applicability | Threshold |
| 1. | Key Managerial Personnel | Section 203 read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 | Listed/Public Company | i. All Listed Companies
ii. Public Company:
|
| 2. | Appointment of Company Secretary | Section 203 read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
|
Private Company | Every private company which has a paid up share capital of ₹ 10 crore rupees or more shall have a whole -time company secretary |
| 2 | Independent Directors | Section 149 read with Rule 4 of The Companies (Appointment and Qualifications of Directors) Rules, 2014 | Listed/PublicCompany | i. Listed Company
ii. Public Company having:
OR
OR
|
| 3 | Woman Director | Section 149(1) read with Rule 3 of Companies (Appointment and Qualification of Directors) Rules, 2014 | Listed/Public Company | i. Listed Company
ii. Public Company having:
OR
|
| 4 | Meeting of Independent Director | Sec 149 read with Rule 4 of Companies (Appointment and Qualification of Directors) Rules, 2014
|
Listed/Public Company | i. Listed Company
ii. Public Company having:
|
| 5 | Audit Committee | Section 177 read with Rule 6 of Companies (Meetings of Board and its Powers) Rules, 2014
|
Listed/Public Company | |
| 6 | Nomination and Remuneration Committee | Section 178 read with Rule 6 of Companies (Meetings of Board and its Powers) Rules, 2014
|
Listed/Public Company | |
| 7 | Corporate Social Responsibility Committee | Section 135 read with Rule 3 of Companies (Corporate Social Responsibility Policy) Rules, 2014 | All Companies | Every Company having:
|
| 8 | Statement indicating the manner of Annual evaluation of its own performance by the Board and that of its committes & individual Directors in Board’s report, etc
|
Section 134(3) read with Rule 8(4) of Companies (Accounts) Rules, 2014 | Listed/Public Company | i. Listed Company
ii. Public Company having:
|
| 9 | Establishment of Vigil Mechanism | Section 177 read with Rule 7 of Companies (Meeting of Board and its Powers) Rules, 2014 | All Companies | i. Listed Companies the Companies which accept deposits from the public;
ii. he Companies which have borrowed money from banks and public financial institutions in excess of fifty crore rupees. |
| 10 | Risk Management Policy | Section 134(n ) | Applicable on all Companies | Applicable on all Companies |
| 11 | Secretarial Audit | Section 204 read with Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
|
Listed/Public Company | i. Every Listed Company
ii. Public Company:
“Turnover” means the aggregate value of the realisation of amount made from the sale, supply or distribution of goods or on account of services rendered, or both, by the company during a financial year. [Section 2(91)] |
| 12 | Stakeholders Relationship Committee | 178(5) of the Companies Act, 2013 | All Companies | Every Company having more than 1000 security holders. |
| 13 | Internal Auditor | Section 138 read with Rule 13 (1) of Companies (Accounts) Rules, 2014
|
All Companies | 1. Every Listed Company
2. Unlisted Public Company:
3. Private Company:
|
| 14 | XBRL | Section 137 read with Rule 3 of Companies (Accounts) Rules, 2014 | i. Listed & its Indian Subsidiaries
ii. All Companies |
i. Every Listed Company
ii. Paid up Capital- ₹ 5 crore or more iii. Turnover – ₹100 Cr or more iv. Financial Statements as per Ind AS Rules |
| 15 | Small Company | Sec 2(85) of the Companies Act, 2013 | Private Companies | i. Private Company
|
Author Bio
Small company, turnover 40 crores and paid up capital 4 crores w.e.f 15-09-2022. Pl confirm.