Delegation of powers of Managing Director

[Pankaj RA Sharma]

Hi, our Managing Director  has not been present in India for the last 6 months, and now the Company wants to delegate powers to a senior employee. can we delegate the powers of Managing Director, and if Yes, what is procedure and share draft Resolutions if available.

Regards,

Pankaj Sharma | Mobile 9136017727

[CA C Ramadurai]

Based on a particular judgement ( attached)

24. A reading of the provisions of the Act and the Regulations makes it apparent that neither the Executive Committee nor the Board of Directors have or had jurisdiction and authority to appoint a Managing Director or authorise him to delegate the powers conferred by the Board of Directors or the statute. In our considered view, the Managing Director had no jurisdiction or authority to delegate his functions particularly decision making functions to any Officer subordinate to him. The Managing Director was not competent to authorise the General Managers to remove a person either by accepting the resignation or taking the disciplinary procceedings against a subordinate Officer.