Ordinary resolution format for commission to non-executive directors within 1% or 3% of net profits under Sections 197 and 198, in addition to sitting fees.
To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 197 and 198 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder, and the Articles of Association of the Company, the consent of the members be and is hereby accorded for payment of commission to the Directors of the Company who are neither managing directors nor whole-time directors, including independent directors, for each of the [five] financial years commencing from [●], of an amount not exceeding in aggregate one per cent of the net profits of the Company for any financial year in which the Company has a managing director, whole-time director or manager, and three per cent of the net profits for any other financial year, computed in the manner laid down in Section 198 of the said Act.
RESOLVED FURTHER THAT the commission shall be divided among such Directors in such proportion and manner as the Board may determine, and shall be in addition to the sitting fees payable under Section 197(5) of the said Act and the reimbursement of expenses for attending meetings.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all such acts, deeds and things as may be necessary for giving effect to this resolution.”
No rules under this Section yet.