Flock blog
Reading regulatory filings, sourced and dated.
Plain-English guides to the public filings Flock tracks: 13F reports, NSE and BSE shareholding patterns, bulk and block deals, and FII/DII flows. Every claim links to its source. Research, not advice.
Proportional Representation on a Board: Section 163
Section 163 lets the articles put proportional representation on a board: two thirds of directors by transferable or cumulative vote, once in three years.
Register of Directors and KMP: Sections 170 and 171
The register of directors and KMP records securities held across five related companies, is filed with the Registrar in 30 days, and members may inspect it.
Databank of Independent Directors: Section 150
Section 150 lets a company select from a databank of independent directors, but keeps due diligence with the company and wants a justification in the notice.
Small Shareholders Director: Section 151 Explained
A small shareholders director is one seat a listed company may fill by election among holders of shares of nominal value up to 20,000 rupees, in section 151.
Managerial Remuneration: Section 197 Explained
Managerial remuneration under section 197 of the Companies Act: the eleven per cent ceiling, the five and one per cent sub-limits, and the Schedule V route.
Calculation of Profits: Section 198 Explained
Calculation of profits under section 198 of the Companies Act: four lists of credits and deductions that turn accounting profit into the managerial pay base.
Appointment of a Managing Director: Section 196
Appointment of a managing director under section 196 of the Companies Act: the five year term cap, the age window, three conduct bars, and the Schedule V route.
Schedule IV: The Code for Independent Directors
Schedule IV of the Companies Act is the code for independent directors: eight parts covering conduct, duties, the appointment letter and the separate meeting.
Defects in Appointment of Directors: Section 176
Defects in appointment of directors: section 176 of the Companies Act validates acts already done, and stops that protection at the moment the company notices.
Investments Held in a Company's Own Name: s. 187
Section 187 of the Companies Act requires investments to be held in the company's own name, lists four exceptions, and prescribes a register for the rest.
Contract of Employment With a Managing Director: s. 190
Section 190 of the Companies Act makes a contract of employment with a managing director inspectable by any member without fee, and exempts private companies.
Payment to a Director for Loss of Office: s. 191
Section 191 of the Companies Act bars a payment to a director for loss of office in a transfer deal unless particulars are disclosed and members approve it.
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