Friday, 15 June 2018

Company Registration in Tirupur

Company Registration in Tirupur

Company Registration in Tirupur

President -when not Manager

However, where the president reports to the managing director and is not subject to the superintendence, control and direction of the Board of the directors, in view of section 2(24) of the 1956 Act(now section2(53) of the  2013 Act) which says that a manager in order to be a manager has to be subject to the superintendence, control and direction of the Board, there seems to be an escape route. However, a chief executive officer or president, reporting directly to the Board, and  in charge of whole or substantially the whole of the affairs of the company, may well be construed as the 'manager'.

Body corporate cannot be manager

Under section 384 of the 1956 Act, a firm, a body corporate or an association cannot be appointed as a manager. It was held that where substantially the whole of the business of the company has been made over to a financing company, the financing company could not be regarded as a manager since it did not function subject to the superintendence, control and direction of the Board of the financed company and therefore there was no violation of section 384. Section 196 of the 2013 Act dealing with appointment of managing director, manager and whole time director does not specifically provide that no body corporate or firm could be appointed as such. However, from the wording of section 2(53) of the 2013 Act, it is apparent that only an individual could be appointed as managing director, manager or whole time director.

Shop manager is not manager under the Act

The person prosecuted under the Fire Precautions Act, 1971 was the assistant general manager of the book shop. His primary duty was to be the chief buyer and he had been given no managerial training and none in matters of health, safely or fire precautions. He was in charge of the shop while the general manager was away on holiday when an inspector found serious breaches of the fire certificate. He was charged on the basis that he was a manager. It was held that the intended scope of the Act to fix with criminal liability only those who were in a position of real authority and who were responsible for putting proper procedures in place, namely the decision makers within the company who had both the power and responsibility to decide corporate policy and strategy, and since the person charged was only responsible for day to day running of the bookshop rather than enjoying any sort of governing rule relating to the affairs of the company, the defense that he was not manager would have succeeded if raised at the trial. The conviction was accordingly quashed.

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