The Companies Act, 2013, define KMP as the executive management. The executive management of the company is responsible for the day to day management of the company. The KMP are the first point of contact between the company and its stakeholders. Chapter XIII of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 deal with legal and procedural aspects of appointment of KMP.

A Whole-time KMP shall not office in more than one company except in the subsidiary company at the same time. However, he can hold directorship in other companies with the permission of the Board

> According to section 2(51) of Companies Act, 2013, KMP is defined as in relation to a company, means

1. The Chief Executive Officer [Sec 2(18)] or the Managing Director [Sec 2(54)] or the Manager [Sec 2(53)]

2. The Company Secretary [Sec 2(24)]

3. The Whole-time Director [Sec 2(94)]

4. The Chief Financial Officer [Sec 2(19)]

5. Such other officer, not more than one level below the directors who is in whole-time employment, designated as KMP to the Board

6. Such officer as maybe prescribed                                                                                                                                                                                                                                                                                  >

> Mandatory Appointment of KMP for the following  Companies [Section 203 and Rule 8 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

1. All the Listed Company

2. All Public Company whose paid up capital is rupees 10 crore or more

> Appointment of Managing Director, Whole Time Director or Manager

1. No shall appoint or re-appoint any person as it MD/WTD/Manager for a term exceeding 5 years

2. No Company shall appoint or continue the employment of any person as MD/WTD/Manager who-

       a. is below the age of twenty-one years or has attained the age of seventy years

       b. is an undischarged insolvent or has at any time been adjudged as an insolvent

       c. has at any time suspended payment to his creditors or makes, or has at any time made, a composition with them

       d. has at any time been convicted by a court of an offence and sentenced for a period of more than six months.

> Company Secretary

1. A CS shall not hold office in more than one company other than in its subsidiary company at the same time

2. He must have CS as its qualification

> APPOINTMENT OF COMPANY SECRETARY

 [Rule 8A of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

1. For every Listed Company

2. All Companies whose Paid up capital is rupees 10 crore or more

> Appointment of the other KMP’s procedure are same as procedure for appointment of Company secretary