Purva Buildcon Ltd. (PBL) is a public company having two subsidiary companies namely Arihant Cements Ltd. (ACL) and Siddharth Bricks Ltd. (SBL).…
CA Intermediate · Corporate and Other Laws · PYQS · May 2025
Purva Buildcon Ltd. (PBL) is a public company having two subsidiary companies namely Arihant Cements Ltd. (ACL) and Siddharth Bricks Ltd. (SBL). Purva is a Chief Financial Officer of PBL. Ashish and Mrinal, who were the CFO's of ACL and SBL resigned from their respective companies and Purva was offered to take charge of the office of CFO in ACL and SBL, which she accepted. Whether Purva can be designated as CFO simultaneously in two subsidiaries (i.e. in SBL and ACL) besides being CFO of PBL? Examine the matter with reference to the provisions contained in the Companies Act, 2013 as well as in the General Clauses Act, 1897.
Suggested Answer and Working Notes:
Provisions under the Companies Act, 2013 Chief Financial Officer (CFO) comes within the definition of Key Managerial Personnel (KMP) as defined in Section 2 (51) read with Section 203 (1) of the Companies Act, 2013. Section 203 (3) of the Companies Act, 2013 provides that Whole Time Key Managerial Personnel shall not hold office in more than one company except in its subsidiary company at the same time. Provisions under the General Clauses Act, 1897 Section 13 (2) of the General Clauses Act, 1897 provides that in all Central Acts and Regulations, unless there is anything repugnant in the subject or context, words in the singular shall include the plural, and vice versa. With respect to the issue that whether a Whole Time KMP of a holding company be appointed in more than one subsidiary company or can be appointed in only one subsidiary company. It can be noted that Section 13 of the General Clauses Act, 1897 provides that the word 'singular' shall include the 'plural', unless there is anything repugnant to the subject or the context. Hence, Purva, the CFO (Whole Time Key Managerial Personnel) may hold office in more than one subsidiary company (i.e. ACL and SBL) as per the present law.
Topics: The General Clauses Act, 1897
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