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| REFERENCES BY PRUJOMA MAJUMDAR & SADAPURNA MUKHERJEE |
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- http://www.pc.gov.au/__data/assets/_file/0003/87375/executive remuneration-issues.
- “Institutional Shareholder Advocacy and Executive Remuneration” K Sheehan, www.unpri.org/files/Sheehan_PRI2009.pdf
- “Executive Performance, Firm Compensation and Corporate Governance: An Empirical Analysis”, Aditya Parthasarathy, Krishnakumar Menon and Debashish Bhattacherje, Indian Institute of Management Calcutta http://papers.ssrn.com/sol3/papers.cfm?abstract_id=881
- http://web.worldbank.org/WBSITE/EXTERNAL/NEWS/0,,contentMDK:21972885~pagePK:
64257043~piPK:437376~theSitePK:4607,00.html
- “Submission by the H.R.Nicholls Society Inc.:Executive Remuneration Enquiry” www.hrnicholls.com.au/articles/hrn-HRNicholls1.pdf
- ANZ Annual Report 2007, ANZ. P.15 www.shareholder.anz.com/phoenix.zhtml?...reportsannual - Australia
- “Execs grab $44m bonanza”, Sydney Morning Herald, Danny John. March 6 2007
- Corporations Amendment (Improving Accountability on Termination Payments) Bill 2009
- http://www.pc.gov.au.
- The Walt Disney Company: Robert A. Iger Executive Biography, corporate.disney.go.com/corporate/bios/robert_iger.html
- “CEOs: Why they are so Unloved?” 22 April 2002 www.businessweek.com/magazine/content/02_16/b3779125.htm -
- http://timesofindia.indiatimes.com/biz/india-business/Mukesh-Ambani-highest-paid-CEO
/articleshow/2332057.cms,last visited on 24.02.10
- “CEO Pay Not Always a Function of Performance” 28th May 2007 www.business-standard.com/common/storypage_c.php?leftnm...
- Thomas v HW Thomas Ltd (1984) 2 ACLC 610
- “CEO Pay Not Always a Function of Performance” 28th May 2007 www.business-standard.com/common/storypage_c.php?leftnm...
- “Submission by the H.R.Nicholls Society Inc.:Executive Remuneration Enquiry” www.hrnicholls.com.au/articles/hrn-HRNicholls1.pdf
- “Australian Security Exchange: Executive Remuneration inquiry by the Productivity Commission” www.asx.com.au/.../20090529_asx_letter_to_productivity_commission.pdf
- “Lessons for Financial regulation” http://indiacorplaw.blogspot.com/2009/02/lessons-for-financial-sector-regulation.html
- Henceforth referred to as the Act
- See Section 198(1) of the Act, 1956
- See Section 198(4) of the Act 1956
- See Section 309(3) of the Act,1956
- See Section 200(1) of the Act 1956
- “The Modern Corporation and the Rule of Law”, D. L. Mazumdar, University of Pennsylvania Law Review, Vol. 114, No. 2 (Dec., 1965), pp. 187-208
- A Comparative Research on Executive compensationCross Cultural Management: An International Journal Volume 1,p. 22-98
- “The Modern Corporation and the Rule of Law”, D. L. Mazumdar, University of Pennsylvania Law Review, Vol. 114, No. 2 (Dec., 1965), pp. 187-208
- “Executive Performance, Firm Compensation and Corporate Governance: An Empirical Analysis”, Aditya Parthasarathy, Krishnakumar Menon and Debashish Bhattacherje, Indian Institute of Management Calcutta http://papers.ssrn.com/sol3/papers.cfm?abstract_id=881
- Report of Executive Remuneration Perspective, “Assessing Risk in rewards Programs: New SEC Rules Require Prompt Action” Mercer select.mercer.com/podcast/blurb/168374/article/20106079/
- Dr. V. Sebastian v. City Hospital P. Ltd. [1985] 57 Comp Cas 453 (Ker) In this case, it has been held that sections 397 and 398 of the Act, are intended primarily to protect the minority interests, as the majority will be able to protect itself by controlling the directors at general body meetings.
- See Section 402(d)&(e)
- See section 402(f)
- See Section 402(a)
- Prasad Jain v. Kalinga Tubes Ltd [1965]2SCR720: The case held that There must be continuous acts on the part of the majority shareholders, continuing up to the date of petition, showing that the affairs of the company were being conducted in a manner oppressive to some part of the members, R.Khemka v. Deccan Enterprises Pvt. Ltd. [1999] 19 SCL 290
- Synchron Machines & Tools Limited v. U.M.Suresh Rao[1994]79CompCas868(Kar) Akbarali v. Konkan Chemicals (1997) 88 Comp Cas 245 CLB
- Rajahmundry Electrical Supply Corpn v. A.Nageshwar Rao AIR 1956 SC 213, Prabir Kumar Misra v. Ramani ramaswamy MANU/TN/2194/2009
- Ebrahimi’s Case [1972] 2 All ER 492, Kamal Kumar Dutta v. Ruby General Hospital AIR 2006 SCW 4594: It was held in this case that no hard and fast rule shall be laid down with regard to oppression and mismanagement and the same shall be left to the discretion of the tribunal.
- Allianz Securities Ltd. v. Regal Industries Limited (2000) 25 SCL 349 CLB
- See Section 399(1)(a)
- See Section 399(1)(b)
- “Report of the CII Task Force on Corporate Governance-November 2009” Chaired by Mr. Naresh Chandra http://finmin.nic.in/downloads/REPORTS/newreport.html
- The twin components of net worth and turnover of the Companies have been evaluated as the primary grounds for fixation of caps on remuneration by shareholder as per the Voluntary Guidelines issued in 2009 by Ministry of Corporate Affairs.
- “Report of the CII Task Force on Corporate Governance-November 2009” Chaired by Mr. Naresh Chandra http://finmin.nic.in/downloads/REPORTS/newreport.html
- Remuneration Committee should comprise of at least 3 members majority of whom should be independent directors as per “Report of the CII Task Force on Corporate Governance-November 2009” Chaired by Mr. Naresh Chandra”
- “Institute of Company secretaries of India: Recommendations to strengthen Corporate Governance Framework” http://finmin.nic.in/downloads/REPORTS/newreport.html
- “Executive Performance, Firm Compensation and Corporate Governance: An Empirical Analysis”, Aditya Parthasarathy, Krishnakumar Menon and Debashish Bhattacherje, Indian Institute of Management Calcutta http://papers.ssrn.com/sol3/papers.cfm?abstract_id=881
- See Cl 175(3) of the Bill 2009
- Cl. 176: A director who is neither a whole-time director nor a managing director of a company may be paid remuneration in the form of —(a) fee for attending meetings of the Board or committees thereof in accordance with the article, and (b) profit-related commission with the prior approval of members by a special resolution.
- See Clauses 175 and 176 of the Company Law Bill 2009 with respect to Remuneration of Managerial Personnel.
- See Clause 216(1)(a-f) of the Company Law Bill 2009
- Press Information Bureau-Government of India, “Ministry of Corporate Affairs: preparing ground for Indian Corporates to Play Global” http://www.pib.nic.in/release/release.asp?relid=56471
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