Companies Act · 2021 Revised Edition · Part · Management and Administration Registered Office and Name
146. Statement as to remuneration of directors to be furnished to shareholders
Official textFrom Attorney General's Chambers, unchanged
Subject as hereinafter provided, the directors of a company shall, on a demand in that behalf made to them in writing by members of the company entitled to not less than one-fourth of the aggregate number of votes to which all the members of the company are together entitled, furnish to all the members of the company within a period of one month from the receipt of the demand a statement, certified as correct, or which such
Companies
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qualifications as may be necessary, by the auditors of the company, showing as respects each of the last 3 preceding years in respect of which the accounts of the company have been made up the aggregate amount received in that year by way of remuneration or other emoluments by persons being directors of the company, whether as such directors or otherwise in connection with the management of the affairs of the company, and there shall, in respect of any such director who is -
accounts
"accounts" means profit and loss accounts, or income and expenditure accounts, and balance sheets referred to in section 122 and includes notes (other than auditors' reports or directors' reports) attached or intended to be read with any of those profit and loss accounts, income and expenditure accounts or balance sheets;
a director of any other company which is, in relation to the first-mentioned company, a subsidiary company; or
by virtue of the nomination, whether direct or indirect, of the company, a director of any other company, be included in that aggregate amount any remuneration or other emoluments received by him for his own use whether as a director of, or otherwise in connection with the management of the affairs of, that other company:
Provided that -
a demand for a statement under this section shall be of no effect if the company within one month after the date on which the demand is made resolve that the statement shall not be furnished; and
it shall be sufficient to state the total aggregate of all sums paid to or other emoluments received by all the directors in each year without specifying the amount received by any individual.
If any director fails to comply with the requirements of this section, he is guilty of an offence and liable on conviction to a fine of $1,000.
director
"director" includes any person occupying the position of director of a corporation by whatever name called and includes a person in accordance with whose directions or instructions the directors of a Companies corporation are accustomed to act and an alternate or substitute director;
In this section, "emoluments" includes fees, percentages and other payments made or consideration given, directly or indirectly, to a director as such, and the money value of any allowances or perquisites belonging to his office.
Disclosure of interests in transactions, property, offices etc. [S 44/2017]
Terms defined in this Act
accounts
Defined · s 2"accounts" means profit and loss accounts, or income and expenditure accounts, and balance sheets referred to in section 122 and includes notes (other than auditors' reports or directors' reports) attached or intended to be read with any of those profit and loss accounts, income and expenditure accounts or balance sheets;
certified
Defined · s 2"certified", in relation to a copy of a document, means certified in the prescribed manner to be a true copy of that document and, in relation to a translation of a document, means certified…
director
Defined · s 2"director" includes any person occupying the position of director of a corporation by whatever name called and includes a person in accordance with whose directions or instructions the directors of a Companies corporation are accustomed to act and an alternate or substitute director;
subsidiary company
Defined · s 120A"subsidiary company" means a company that is a subsidiary as defined in the Accounting Standards. ACCOUNTS AND AUDIT
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Restrictions on Sale of Shares and Offers of Shares for Sale
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Prohibition of Partnerships with More Than Twenty Members
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