Promoters, Directors & Key Managerial Personnel
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Skills you'll learn
This course offers a comprehensive understanding of corporate governance, focusing on the critical roles and responsibilities of company promoters, directors, and key managerial personnel (KMP). It provides both theoretical insights and practical skills necessary for effective corporate management. You will learn about strategic oversight, board composition, director appointments, and regulatory frameworks under the Companies Act and the LODR Regulations. The course also covers the operational and compliance responsibilities of KMP, ensuring you can handle complex governance issues.
By combining theoretical knowledge with practical exercises, this course prepares you to provide independent legal advice and tackle compliance challenges efficiently. Ideal for aspiring corporate professionals, legal advisors, and executives, this course will enhance your expertise in corporate governance and position you for success in the economically rewarding field of corporate consultancy.
Enrol now to master the skills necessary for ensuring robust governance and regulatory compliance within your organisation.
Why Take This Course?
- Demystify Corporate Law: Our course simplifies the legal maze, starting with foundational principles and guiding you through intricate corporate governance concepts.
- Navigate Legal Frameworks: Learn to interpret statutes, rules, and cases effectively for strategic decision-making, empowering you to navigate legal complexities with confidence.
- Access Essential Resources: Gain expertise in accessing crucial legal materials, including the MCA website, ensuring you have the tools needed for comprehensive legal analysis.
- Appreciate Legal Insights: Dive deep into legislative materials, case laws, and expert commentaries, enriching your understanding of corporate law and governance.
- Answer Key Questions: Get clarity on corporate law fundamentals and their interconnection with legal subjects, equipping you to address common challenges and inquiries.
- For All Skill Levels: Ideal for beginners and seasoned professionals alike, offering valuable insights and practical knowledge for every stage of your corporate law journey.
Who Should Take This Course?
- Law Students and Recent Graduates: Kickstart your career in corporate law with enhanced skills and knowledge tailored to industry demands.
- Practising Lawyers and In-House Counsels: Elevate your corporate law expertise for career growth and advancement opportunities within legal practice.
- Legal Professionals: Seamlessly transition into transactional law roles with newfound confidence and comprehensive knowledge of corporate legal matters.
- Finance and Accounting Professionals: Chartered Accountants, Company Secretaries, and Cost & Work Accountants can deepen their understanding of corporate law for more robust advisory services.
- Government Officials and Academicians: Expand your legal knowledge to excel in governance roles or academic pursuits, fostering effective policy-making and teaching.
- Business Leaders and Executives: Managers, CEOs, and Directors can gain invaluable insights into corporate legal aspects for informed strategic decision-making.
- Aspiring Entrepreneurs: Equip yourself with essential legal understanding crucial for navigating the complexities of business ventures and ensuring compliance.
- Corporate Advisors and Professionals: Enhance your legal acumen to gain a detailed understanding of corporate affairs, facilitating more effective advisory services and business operations.
- 1. 📕 Introduction
- 1.1▸ Introduction
- 2. 📕 Introduction to promoters under Companies Act
- 2.1 ▸ Introduction to promoters
- 2.2 ▸ Who is a promoter under the Companies Act?
- 2.3 ▸ Functions of a promoter
- 2.4 ▸ Role and liabilities of promoters
- 2.5 ▸ Legal status of pre-incorporation contracts
- 2.6 📚 Readings
- 2.7 ✒ Exercises
- ☆ Feedback
- 3. 📕 Board of directors and its composition
- 3.1 ▸ Introduction
- 3.2 ▸ Composition of the board of directors under the Companies Act
- 3.3 ✒ Exercises
- 4. 📕 Director Identification Number
- 4.1 ▸ Director Identification Number (DIN)
- 4.2 ▸ How to obtain director identification number
- 4.3 ✒ Exercises
- 5. 📕 Kinds of directors and appointment of directors
- 5.1 ▸ Executive and non-executive directors
- 5.2 ▸ Other kinds of directors
- 5.3 📚 Readings
- 5.4 ▸ General provisions relating to the appointment of directors under the Companies Act
- 5.5 ▸ Rotation of Directors
- 5.6 ▸ Appointment of small shareholders’ directors
- 5.7 ▸ Appointment of an additional director
- 5.8 ▸ Appointment of an alternate director
- 5.9 ▸ Appointment of directors in case of casual vacancy
- 5.10 ▸ Right of individuals to stand as a director of a company
- 5.11 ▸ Proportional representation
- 5.12 ✒ Exercises
- 6. 📕 Independent directors
- 6.1 ▸ Independent directors
- 6.2 ▸ Who can be appointed as an independent director?
- 6.3 ▸ Procedure to appoint an independent director
- 6.4 ▸ Role of an independent director
- 6.5 📚 Readings
- 6.6 ✒ Exercises
- 7. 📕 Disqualification for appointment of director
- 7.1 ▸ Disqualification of a director
- 7.2 📚 Readings
- 7.3 ✒ Exercises
- 8. 📕 Resignation, removal and vacancy of office of director
- 8.1 ▸ Resignation, removal and vacancy of office of director
- 8.2 ✒ Exercises
- 9. 📕 Roles and duties of directors
- 9.1 ▸ Roles and duties of directors
- 9.2 ▸ Role and liability of independent directors
- 9.3 ▸ Liability of directors
- 9.4 ▸ Fiduciary obligation of a director
- 9.5 ▸ Indemnity for directors and D&O insurance
- 9.6 ▸ Are directors employee of the company?
- 9.7 ▸ What is a golden parachute clause?
- 9.8 ▸ How to review the director’s employment agreement
- 9.9 📚 Readings
- 9.10 ✒ Exercises
- 10. 📕 Key managerial personnel
- 10.1 ▸ Introduction to KMP
- 10.2 ▸ Threshold and conditions for appointment of KMP
- 10.3 ▸ Appointment of MD, whole-time director or manager
- 10.4 📚 Readings
- 10.5 ▸ Remuneration of key managerial personnel, non-executive directors and independent directors
- 10.6 ▸ Understanding Schedule V of the Companies Act
- 10.7 ▸ Additional compliances under the Companies Act
- 10.8 ▸ Roles and responsibilities of key managerial personnel
- 10.9 ▸ Functions of key managerial personnel
- 10.10 ▸ Removal of key managerial personnel
- 10.12 📚 Readings
- 10.11 ✒ Exercises
- 11. 📕 Officer in default
- 11.1 ▸ Officer in default
- 11.2 ✒ Exercises
- 12. 📕 Observer
- 12.1 ▸ Observer
- 13. 📕 Related party transaction and loans to directors
- 13.1 ▸ Related party transaction
- 13.2 📚 Readings
- 13.3 ✒ Exercises
- ✍️ Assignment: Promoters, Directors & Key Managerial Personnel
- ✍️ Assignment: Employment Agreement
- ✅ Solution: Promoters, Directors, and KMP
- ✍️ Assignment: Board Composition
- ✅ Solution: Board Composition
- ☆ Feedback
- 𝍭 Index (Full Text of Cases)
- 𝍭 Index (Full Text of Cases)
- ☆ Feedback
Course Structure
Engaging and Structured Videos: Learn at your own pace with our expertly crafted video lectures delivered by leading industry professionals. Whether you are exploring a new area of law or reinforcing your existing expertise, the series of short videos (around 2-3 minutes each) empower you to learn at your own pace, revisiting concepts as needed. Each video segment is thoughtfully crafted to explain the practical applications and processes related to the specific definition, concept, explanation, section, or article being covered.
Practical Assignments and Solutions: Solidify your knowledge with practical exercises that put theory into action. Wherever required, practical assignments are explained in detail through ‘Solutions Videos’ or ‘Solutions Guide’, wherein our experts walk you through every step for solving practical legal problems either through videos or a documentary guide.
Q&A for Knowledge Mastery: Test your understanding and gain clarity through Multiple Choice Questions (MCQs) at the end of Chapters. These MCQs test your comprehension and application of mind, ensuring you have the right understanding of the course material.
Instructors
Dr Pratima Narayan
Instructor, EBC Learning & Advocate & Mediator, Co-founder, Techlawlogi Consulting LLP
Dr Pratima Narayan is an Advocate, mediator and Founder Partner of Techlawlogi Consulting LLP, a law firm based out of Bengaluru. She is an Editor and Consultant at EBC Learning. She has offered courses on Consumer law, Arbitration, Ecommerce, Contract law and corporate law on the platform. She has authored a book on “Electronic Commerce: Legal compliance”, published by Eastern Book Company. The book comprehensively outlines the various legal and regulatory frameworks and compliance for e-commerce players. Dr Pratima has served the legal academia for over two decades as a visiting faculty at various reputed law schools and business schools. Dr Pratima holds a doctorate in law from the National Law School of India University, Bengaluru.
Juhi Roy
Instructor, EBC Learning
Juhi Roy is a graduate of ILS Law College, Pune. She has previously worked as a Senior Associate in the General Corporate team of Argus Partners, Kolkata. She has also worked with Cyril Amarchand Mangaldas, Mumbai; Network 18 Media and Investments Limited, Mumbai; Wadia Ghandy & Co., Mumbai; and SA Partners, Mumbai. Her primary expertise is in corporate transactional and corporate advisory work and has an extensive experience in leading teams conducting legal due diligence exercises for M&A transactions and negotiating and drafting transactional documents.
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