1[35B. Amendments of provisions relating to appointments of managing directors, etc., to be subject to previous approval of the Reserve Bank.—(1) In the case of a banking company—
4[(b) no appointment or re-appointment or termination of appointment of a chairman, a managing or whole-time director, manager or chief executive officer by whatever name called, shall have effect unless such appointment, re-appointment or termination of appointment is made with the previous approval of the Reserve Bank.]
5[Explanation.—For the purposes of this sub-section, any provision conferring any benefit or providing any amenity or perquisite, in whatever form, whether during or after the termination of the term of office 6[of the chairman or the manager] or the chief executive officer by whatever name called or the managing director, or any other director, whole-time or otherwise, shall be deemed to be a provision relating to his remuneration.]
(2) Nothing contained in sections 7[268 and 269, the proviso to sub-section (3) of section 309, sections 310 and 311, the proviso to section 387, and section 388] (in so far as section 388 makes the 8[provisions of sections 269, 310] and 311 apply in relation to the manager of a company) of the Companies Act, 1956 (1 of 1956), shall 9[apply to any matter in respect of which the approval of the Reserve Bank has to be obtained under sub-section (1)].
10[(2A) Nothing contained in section 198 of the Companies Act, 1956 (1 of 1956) shall apply to a Banking company and the provisions of sub-section (1) of section 309 and of section 387 of that Act shall, insofar as they are applicable to a banking company, have effect as if no reference had been made in the said provisions to section 198 of that Act.]
(3) No act done by a person 11[as chairman or a managing or whole-time director] or a director not liable to retire by rotation or a manager or a chief executive officer by whatever name called, shall be deemed to be invalid on the ground that it is subsequently discovered that his 12[appointment or re-appointment] had not taken effect by reason of any of the provisions of this Act; but nothing in this sub-section shall be construed as rendering valid any act done by such person after his 13[appointment or re-appointment] has been shown to the banking company not to have had effect.]1 Ins. by Act 1 of 1984, s. 30 (w.e.f. 15-2-1984). 2 Subs. by Act 58 of 1968, s. 11, ibid, for "appointment or re-appointment or remuneration of a " (w.e.f. 1-2-1969). 3 Subs. by Act 33 of 1959, s. 21, for "managing or whole-time director or of a director not liable to retire by rotation " (w.e.f. 1-10-1959). 4 Subs. by Act 58 of 1968, s. 11, for clause (b) (w.e.f. 1-2-1969). 5 Added by Act 33 of 1959, s. 21 (w.e.f. 1-10-1959). 6 Subs. by Act 58 of 1968, s. 11, for "of the manager " (w.e.f. 1-2- 1969). 7 Subs. by Act 36 of 1962, s. 7, for "268, 269, 310, 311 and 388". 8 Subs. by Act 1 of 1984, s. 30, for "provisions of section 310" (w.e.f. 15-2-1984). 9 Subs. by Act 33 of 1959, s. 21, for certain words (w.e.f. 1-10-1959). 10 Ins. by Act 1 of 1984, s. 30 (w.e.f. 15-2-1984). 11 Subs. by Act 58 of 1968, s. 11, for "as a managing or whole-time director " (w.e.f. 1-2-1969). 12 Subs. by s. 11, ibid., for "appointment " (w.e.f. 1-2-1969). 13 Subs. by Act 58 of 1968, s. 12, for certain words (w.e.f. 1-2- 1969).