Companies Act — Section 378W

378W. Chief Executive and his functions.— (1) Every Producer Company shall have a full time Chief Executive, by whatever name called, to be appointed by the Board from amongst persons other than Members.

(2) The Chief Executive shall be ex officio director of the Board and such director shall not retire by

rotation.

(3) Save as otherwise provided in articles, the qualifications, experience and the terms and conditions

of service of the Chief Executive shall be such as may be determined by the Board.

(4) The Chief Executive shall be entrusted with substantial powers of management as the Board may

determine.

(5) Without prejudice to the generality of sub-section (4), the Chief Executive may exercise the powers

and discharge the functions, namely:—

(a) do administrative acts of a routine nature including managing the day-to-day affairs of the

Producer Company;

(b) operate bank accounts or authorise any person, subject to the general or special approval of the

Board in this behalf, to operate the bank account;

(c) make arrangements for safe custody of cash and other assets of the Producer Company;

(d) sign such documents as may be authorised by the Board, for and on behalf of the company;

(e) maintain proper books of account; prepare annual accounts and audit thereof; place the audited

accounts before the Board and in the annual general meeting of the Members;

(f) furnish Members with periodic information to apprise them of the operation and functions of

the Producer Company;

(g) make appointments to posts in accordance with the powers delegated to him by the Board;

(h) assist the Board in the formulation of goals, objectives, strategies, plans and policies;

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(i) advise the Board with respect to legal and regulatory matters concerning the proposed and

ongoing activities and take necessary action in respect thereof;

(j) exercise the powers as may be necessary in the ordinary course of business;

(k) discharge such other functions, and exercise such other powers, as may be delegated by the

Board.

(6) The Chief Executive shall manage the affairs of the Producer Company under the general superintendence, direction and control of the Board and be accountable for the performance of the Producer Company.