Indian Companies Act, 2013 has electrified Role and Responsibilities of Directors. An attempt has been made to analyse situation as per the provisions of the Act.

1. Organizer – NIRC of ICSI
Workshop on The Companies
Act, 2013
15th February, 2014
PRESENTED BY : AJAY GARG, TEAM AGBians

2. Role of Directors
AJAY GARG, Team AGBians

3. Responsibilities of Directors
Independent
Directors –
Also in Part
III of
Schedule IV
Directors –
Section 166 (1)
to (6) of CA-13
and (7) Penalties
for contravention
AJAY GARG, Team AGBians

4. DR under CA 2013
RULE 13.8(1) CHAP XIII
DUTIES OF COMPANY SECRETARY
“To provide to the directors of the
company, collectively and individually,
such guidance as they may require, with
regard to their duties, responsibilities and
powers;
AJAY GARG, Team AGBians

5. Company Secretaries!!!
Change, Emerge & Lead
AJAY GARG, Team AGBians

6. Company Secretaries!!!
Change, Emerge & Lead
How to understand the
CS
Sensitivity of
Responsibilities? Team AGBians
AJAY GARG,

7. Company Secretaries!!!
Change, Emerge & Lead
Default in
Reporting
Default in
Compliance
AJAY GARG, Team AGBians

8. Sec 205- Functions of
Company Secretary
(1)(a) to report to the Board
 about compliance with the provisions
of this Act,
 the rules made thereunder; and
 other laws applicable to the company;
AJAY GARG, Team AGBians

9. Directors!!!
Convey the Sensitivity
of
Responsibilities to
CMD?
AJAY GARG, Team AGBians

10. Directors !!!
How to convey
the sensitivity of
RESPONSIBILITIES to the
KMP?
AJAY GARG, Team AGBians

11. Directors !!!
How to convey the
Sensitivity of Responsibilities to
Responsibilit
y
Independent Director?
AJAY GARG, Team AGBians

12. Directors
CS as Guide
AJAY GARG, Team AGBians

13. Directors !!!
Changing Role
Sensitization Tools
Presentations
Interactive Sessions
Notifications
AJAY GARG, Team AGBians
Emails

14. Directors
Sensitization Tools
Reminders
Compliance Calendars
Casual Meetings
AJAY GARG, Team AGBians

15. Directors
Sensitization Tools
Newspaper Cuttings
Formal Trainings
Awareness about Law
AJAY GARG, Team AGBians

16. Directors
Director
Do you Fancy
Yourself as
Director in
Coming years?
AJAY GARG, Team AGBians

17. Company Secretaries!!!
Opportunities
Resident
Director
[149(3)]
Small
Shareholder
Director
(151)
Independent
Director
[149(4)]
Women
Director P2 of
[149(1)]
AJAY GARG, Team AGBians

18. Directors
AJAY GARG, Team AGBians

19. Directors
AJAY GARG, Team AGBians

20. Directors!!!
Sec 447 -Punishment for fraud
Imprisonment
and
Min 6 months
Max. 10 years
Min. - Amount involved in Fraud
Max. - 3 times of the amount involved
Sec 448- Punishment for False Statement
Penalty under Sec 447
AJAY GARG, Team AGBians

21. Directors
AJAY GARG, Team AGBians

22. Company Secretaries!!!
•Prepare
for
them
as
Dominant KMP
the Board
and Respective
Corporates
AJAY GARG, Team AGBians

23. DR under CA 2013
RULE 13.8(1) CHAP XIII
DUTIES OF COMPANY SECRETARY
“To provide to the directors of the
company, collectively and individually,
such guidance as they may require, with
regard to their duties, responsibilities and
powers;
AJAY GARG, Team AGBians

24. WISH FOR CS: Pro-active Role
Change, Emerge & Lead