MANAGEMENT OF PRODUCER COMPANY
581-O. Number of directors.
Every company producer shall have atleast five and not more than fifteen directors
Provided an inter state corporative society case incorporated as a Producer Company, such company may have more than fifteen directors for a one year period from the incorporation date as a Producer Company.
581P. Appointment of directors.
1, Save as provided in section 581N, the Members who sign the memorandum and the articles may designate the Board of Directors therein who shall govern the Producer company affairs untill the directors in accordance are elected with this section provision.
2. The directors election shall be conducted within a ninety days period of the producer company registration.
Given in that case an inter-State co-operative society that has been registered as a Producer company under sub-section 4 of the section 581 in which atleast five directors including the directors who continued in the office under sub-section of the section 581N hold office as such on the registration date of such company this sub-section provisions shall have effect as it have been substituted “ninety days” the words “three hundred and sixty five days ” .
3. Every person shall, hold director office not less than one year for a period but should not exceed five years in the articles as may be specified.
5, Save as provided in sub-section (2), the directors of the board appointed b y the members in the annual general meeting or shall be elected.
6. The Board may co-opt one or more expert directors or an additional director should not excceed one-fifth of the total number of directors or appoint as additional director for such period may deem fit as the Board.
Provided that the expert directors shall not have the right to vote in the chairman election but shall be eligible as Chairman election if so provided by its articles.
Further provided that the maximum period for which the additional director or the expert director holds the office shall not exceed as may be specified in the articles such period.
581Q. Vacation by directors of office:
- The office of a Producer company director shall become vacant if
- a, he is convicted by any offence of the Court involving moral turpitude and sentenced in respect thereof for not lessthan six months for imprisonment.
- b, A director in which the producer company has made a repayment in default of any advances or loans taken from any company or any other person or institution and such default continues for ninety days.
- c, he has made a default any advance repayment or loans taken from the director in the producer company
- d, He is a director in the producer company.
- has not file any annual returns or annual accounts for any three continuous continuous years commencing on annual return or after the April 1st 2002.
- has failed to, repay its deposit or withheld patronage bonus or price or thereon interest on due date or dividend payment and such failure continues for more or one year.
- Holding an election in default for the director office in which he is a director in the Producer company in accordance with the articles and the provisions of this Act.
- The annual general meeting or Producer company extra ordinary general meeting in which he is a director is not called with the provisions in accordance of the act and the articles.
- the annual general meeting or the Producer of the company extrordinary general meeting in which he is a director in accordance with the provisions of this Act is not called except due to such other reason or natural calamity.
- The sub-section provisions shall, as far may be apply to the producer director institution in which is a Producer company member.
- 581R. Powers and Board functions
- Subject to the provisions of the articles and the Act the Director Board of the Producer company shall excercise all powers and to do all such things and act as the company is authorised to do so.
- 2, In particular and without generality prejudice of the foregoing powers such powers may include any or all of the following matters, namely-
- Payable determination of the dividend.
- Quantum determination of the withheld price and approved recommended patronage to be approved at general meeting
- New members admission.
- Formulate and pursue the organisational policy establish a specific long term, annual objectives and corporate strategies approved and financial plans.
- Chief executive appointment and such other Producer company officers in the articles as may be specified.
- superintendence exercise, direction and control over Chief executive and other officers appointed by it.
- cause proper account books to be maintained prepare annual accounts need to place infront of the annual general meeting with the auditor’s report and qualifications replies made by the auditors if any,
- acquisition or property disposal of the Producer company in its business ordinary course.
- Funds investment of the producer company in the business ordinary course
- Fund investment of the Producer Company in the business ordinary course.
- Sanction any advance or loan in connection with the activities of the producer company business activities to any Member not being his relative or a director.
- Take such other acts or other measures as may be required in the discharge functions and exercise of its powers.
- All the specified powers in sub-sections 1 and 2 shall be exercised by the Board by means of passed resolution on behalf of its producer company at its meeting.
- Explanation Doubts removal it is declared hereby that a group of directors or director who donot constitute the Board, shall not exercise any of the exercisabke powers by it.
- 581S. Matters to be transacted at the general meeting
- The producer company director board shall exercise the following powers on that company behalf and it shall do so only through passed resolution at its general meeting members namely
- a, Budget approval and annual accounts of the Producer Company adoption.
- b, Patronage bonus.
- c, Bonus share issues.
- Limited return declaration and distribution of patronage decision
- specify the limits and the conditions of the loan limits that may be given to any director by the board.
- Approval of any transaction of the nature in the articles for the approval by the members as is to be reserved.
- 581 T. Director liability
- When the vote for the resolution director or by any other means to approve anything done in provisions contravention of this act or any other law for the time that was in force or articles that shall be severely liable to make any damage or loss by the Producer Company suffered.
- Without the provisions prejudice contained in the sub-section (1) provisions the producer company shall have the right to recover from the director.
- Where such director has made any profit as a result of the specified contravention in sub-section (1) as the amount equal to that loss or damage.
- The imposed liability under this section shall be in addition to and not in liability imposed derogation under this Act on the director or any other law for the time that was in force.
- 581U directors committee.
- The Board may constitute such committee numbers as it may deem fit for the purpose of assisting in the efficient discharge the board of its functions.