DISCUSS the manner in which EcoBright Systems would have appointed Mr. Ravi and Mr. Arjun, respectively?

(a) As per Section 203 (2) of the Companies Act, 2013, Every whole-time key managerial personnel of a company shall be appointed by means of a resolution of the Board. The resolution shall contain the terms and conditions of the appointment including the remuneration.Whole time key managerial personnel shall not hold office in more than one company at the same time except in its subsidiary company. As per third proviso to Section 203 (2) of the Companies Act, 2013, if a person is MD or manager in some other company, it is permissible for a company to appoint him as its managing director. The modus operandi is as under: (a) The person so appointed or employed as managing director should be managing director or manager of one, and of not more than one, other company. (b) Such appointment or employment is made or approved by Board resolution at a meeting of the Board with the consent of all the directors present at the meeting. (c) Further, specific notice of such meeting, and of the resolution to be moved thereat has been given to all the directors then in India. In the given instance, EcoBright Systems would have appointed Mr. Ravi, as its whole time company secretary and Mr. Arjun, as its Managing director by passing board resolutions that should have contained the terms and conditions of the appointment of them including their remuneration.