Easing of Compliance Norms Under Companies Act
After commencement of various provisions of the Companies Act, 2013 and rules thereunder, various issues received from Industry Chambers and stakeholders were examined in consultation with stakeholders. In order to address the issues received, certain rules have been amended. The compliance norms, wherever changed have been done keeping in view the need to strike a balance between regulatory requirements and ease of doing business and without compromising on the Board’s accountability to the members of the company. The objective behind the amendment of Rule 8 of the Companies (Meetings of Board and its Powers) Rules, 2014 is to allow the Board to pass resolutions to take note of appointments or removal of one level below the Key Managerial Personnel, to take note of disclosure of director’s interest and shareholding, etc. as contained in sub-rule (3), (5), (6), (7), (8) and (9) of the said Rule without holding a meeting.
This was stated by Shri Arun Jaitley, Union Finance Minister in written reply to a question in the Rajya Sabha today.
8. Powers of Board.- In addition to the powers specified under sub-section (3) of section 179 of the Act, the following powers shall also be exercised by the Board of Directors only by means of resolutions passed at meetings of the Board.-
(1) to make political contributions;
(2) to appoint or remove key managerial personnel (KMP);
(3) to take note of appointment(s) or removal(s) of one level below the Key Management Personnel;
(4) to appoint internal auditors and secretarial auditor;
(5) to take note of the disclosure of director’s interest and shareholding; (6) to buy, sell investments held by the company (other than trade investments), constituting five percent or more of the paid up share capital and free reserves of the investee company; (7) to invite or accept or renew public deposits and related matters; (8) to review or change the terms and conditions of public deposit; (9) to approve quarterly, half yearly and annual financial statements or financial results as the case may be.
Rules Shown as strike off were omitted vide Companies (Meetings of Board and its Powers) Amendment Rules, 2015 Dated-18th March, 2015