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The Clause 49 Of The Listing Agreement Is Not Applicable To

The definition or interpretation of the concept of related party was introduced in accordance with the Companies Act 2013[2] at the same time as the applicable accounting standards. The company must formulate a directive on the importance and handling of transactions with related parties. A transaction with related parties would be considered essential if the transaction/transaction concluded exceeds 10% of the Company`s annual consolidated revenue. All of these transactions are subject to prior approval by the audit committee. An omnibus authorization may be granted by the audit committee as long as the following conditions are met: these authorizations must be granted for repetitive transactions and the committee must ensure that such authorization is in the best interests of the company. This authorization must indicate the name of the party, the nature, the time frame, the maximum amount of the transaction that can be made. The provision of this provision provides that the audit committee may grant omnibus authorization for transactions for which this is not foreseeable or for which details are not available, but with the limit that the value must not exceed 1 crore per transaction. These authorizations would only be valid for one year and a new authorization is required at the end of one year. All major transactions with related parties are subject to shareholder approval by a special decision. This applies only to the top 100 companies after market capitalization at the end of the previous year. Under this leadership, the committee must be informed of risk assessment procedures through risk assessment procedures.

The Board of Directors will form a risk management committee. The Committee defines its functions and functions and confers powers, as it sees fit. The majority of committee members are members of the board. Senior executives may become members of the committee, but the chair of that committee is a member of the board of directors. Independent Directors: The amended agreement excludes the director-designate from being covered by the importance of an independent director. The Independent Executive Director is one of the non-executive directors who have relevant expertise and integrity and are in no way related to the company. Section 49 (VII) referred to in Part B applies to all forward-looking transactions. The company is required to obtain a certificate of respect from the corporate government, as stated in this clause, and to attach this certificate to the director`s report which is sent annually to the company`s shareholders. The same certificate must be sent to the exchanges with the activity report. Auditor controllers or practicing business secretaries issue the certificate.

Other provisions: In point 49 (II) (D), other provisions for committees and committees should be addressed. The most important was the board meeting four times a year. The difference between two sessions is for a maximum of 20 days. The second provision of this part concerns membership of the commission. A cap has been set for committees to which a director may be attached. A director may not be a member of more than 10 commissions or be chairman of more than 5 committees in all the companies in which he is appointed director. The Board of Directors is responsible for verifying all compliance reports relating to each applicable company legislation and correcting non-compliance.

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