Limit Chart under Companies Act, 2013 and SEBI

regulations
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Article explains Limit Chart under various Provisions of Companies Act 2013 read
with rules and under SEBI regulations related to Women Director, Resident
Director, Independent Director, Women Independent Director, Audit Committee,
Stakeholder Relationship Committee, Nomination Remuneration Committee, Vigil
Mechanism, Sexual Harassment Policy, Internal Compliant Committee, Risk
Management Policy, Risk Management Committee (exempted to SME), CSR, XBRL,
Cash Flow Statement, Internal Auditor, Secretarial Audit, Secretarial Compliance
Report, KMP, Company Secretary, Annual Return Certification by PCS, Rotation of
Auditor, Term Period of Auditor and CARO.

Particular Eligibility Criteria Applicable Section

Women The following class of companies shall appoint at 149 of Companies Act,
Director least one woman director- 2013
(i) every listed company;

(ii) every other public company having –

(a) paid–up share capital of one hundred crore

rupees or more; or

(b) turnover of three hundred crore rupees or

more:

Resident Every Company 149 of Companies Act,

Director 2013

Independent 1) Listed Company 149 of Companies Act,

Director 2) the Public Companies having paid up share 2013
capital of ten crore rupees or more; or

3) the Public Companies having turnover of one

hundred crore rupees or more; or

4) the Public Companies which have, in aggregate,

outstanding loans, debentures and deposits,
exceeding fifty crore rupees

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Women the Board of directors of the top 500 listed entities LODR Regulation 17
Independent shall have at least one independent woman
Director director by April 1, 2019 and the Board of directors
of the top 1000 listed entities shall have at least
one independent woman director by April 1, 2020;

Audit 1) every listed public company. Section 177 of

Committee 2) the Public Companies having paid up share Companies Act, 2013
capital of ten crore rupees or more; or

3) the Public Companies having turnover of one

hundred crore rupees or more; or

4) the Public Companies which have, in aggregate,

outstanding loans, debentures and deposits,
exceeding fifty crore rupees.

Stakeholder The Board of Directors of a company which Section 178 of

Relationship consists of more than one thousand shareholders, Companies Act, 2013
Committee debenture-holders, deposit-holders and any other
security holders at any time during a financial year
shall constitute a Stakeholders Relationship
Committee consisting of a chairperson who shall
be a non-executive director and such other
members as may be decided by the Board.

Nomination 1) every listed public company. Section 178 of

Remuneration 2) the Public Companies having paid up share Companies Act, 2013
Committee capital of ten crore rupees or more; or

3) the Public Companies having turnover of one

hundred crore rupees or more; or

4) the Public Companies which have, in aggregate,

outstanding loans, debentures and deposits,
exceeding fifty crore rupees.

Vigil 1) Listed Company Rule 7 to Appointment

Mechanism 2) the Companies which accept deposits from the & Qualification of
public; Directors of COMPANIES
ACT, 2013
3) the Companies which have borrowed money
from banks and public financial institutions in
excess of fifty crore rupees.

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Sexual The POSH Act applies to both the organized and
Harassment unorganized sectors in India. It inter alia, applies to
Policy government bodies, private and public sector
organizations, non-governmental organizations,
organizations carrying out commercial, vocational,
educational, entertainment, industrial, financial
activities, hospitals and nursing homes,
educational institutes, sports institutions and
stadiums used for training individuals and also
applies to a dwelling place or a house.

Internal Organisation covered under POSH Act

Compliant The POSH Act requires an employer to set up an
Committee ‘internal committee’ (“IC”) at each office or branch,
of an organization employing 10 or more
employees, to hear and redress grievances
pertaining to sexual harassment.

Risk There shall be attached to statements laid before a Section 134 Companies
Management company in general meeting, a report by its Board Act, 2013
Policy of Directors, which shall include—
(n) a statement indicating development and
implementation of a risk management policy for
the company including identification therein of
elements of risk, if any, which in the opinion of the
Board may threaten the existence of the company;

Risk All Listed Company Regulation 21 of LODR

Management
Committee
(exempted to
SME)

CSR Every company having net worth of rupees five Section 135 of
hundred crore or more, or turnover of rupees one Companies Act, 2013
thousand crore or more or a net profit of rupees
five crore or more during 3[the immediately
preceding financial year] shall constitute a
Corporate Social Responsibility Committee of
the Board consisting of three or more directors,
out of which at least one director shall be an
independent director.

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XBRL a) Listed Circulator to MCA
b) Subsidiaries of any Company Listed

c) All companies having paid up Capital of Rs. 5

Crore and above.

d) All companies having Turnover of Rupees 100

Crore (one hundred crore) above.

Exemption

a) Banking Companies

b) Insurance Companies

c) Power Companies

d) Non-Banking Financial Companies

e) Housing; Finance Companies

Cash Flow All companies except One Person Company, small Section 2(40) of
Statement company and dormant company Companies Act, 2013

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Internal (a) every listed company; Section 138 of
Auditor (b) every unlisted public company having- Companies Act, 2013

(i) paid up share capital of 50 crore rupees or more

during the preceding financial year; or

(ii) turnover of 200 crore rupees or more during

the preceding financial year; or

(iii) outstanding loans or borrowings from banks or

public financial institutions exceeding 100 crore
rupees or more at any point of time during the
preceding financial year; or

(iv) outstanding deposits of 25 crore rupees or

more at any point of time during the preceding
financial year; and

(c) every private company having-

(i) turnover of 200 crore rupees or more during the

preceding financial year; or

(ii) outstanding loans or borrowings from banks or

public financial institutions exceeding 100 crore
rupees or more at any point of time during the
preceding financial year:

Provided that an existing company covered under

any of the above criteria shall comply with the
requirements of section 138 and this rule within
six months of commencement of such section.

Exception:

a) One Person Company

b)Small company

c) Dormant company-

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Secretarial Listed Company Section 204 of
Audit Every public company having a paid-up share Companies Act, 2013
capital of 50 crore rupees or more; or

Every public company having a turnover of 250

crore rupees or more.

Secretarial 1) Listed Companies circular

Compliance CIR/CFD/CMD1/27/2019
Report date 08th February,
2019

KMP All listed companies and Section 203 of

Other public companies with a paid-up share Companies Act, 2013
capital of Rs. 10 crores or more more

Company All listed companies and Section 203 of

Secretary All Companies with paid up share capital of 5 Companies Act, 2013
crores & above

Other public companies with a paid-up share

capital of Rs. 10 crores or more

more

Annual The annual return, filed by a listed company or a Section 92 of

Return company having paid-up share capital of 10 crore Companies Act, 2013
Certification rupees or more or turnover of 50 crore rupees or
by PCS more, shall be certified by a Company Secretary in
practice and the certificate shall be in Form No.
MGT.8.

Rotation of All Companies Section 139 of

Auditor Companies Act, 2013

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 Term Period 1) A listed company or Section 139 of
of Auditor 2) All unlisted public companies having paid up Companies Act, 2013
share capital of Rs. 10 crore or more;

3) All private limited companies having paid up

share capital of Rs. 50 crore or more;

4) All companies having paid up share capital of

below threshold limit mentioned in 2 and 3 above,
but having public borrowings from financial
institutions, banks or public deposits of Rs. 50
crores or more

CARO 1. All companies listed with any Stock Exchange(s)

in India.
2. All Public Limited Companies.

3. Private Limited Company if fulfill any of below

mentioned condition:

Its paid up capital and reserves exceed Rs.50

lacs;
Its turnover exceed Rs.5 Crores;
Its outstanding loan from any bank or
financial institution exceeds Rs.25 lacs.

Companies Exempt from CARO requirements:

a. A banking company

b. An insurance company

c. A company registered u/s.25 of the Act.

Tags: Companies Act, Companies Act 2013

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