Under Rule 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014, if the unlisted public company fulfills the following criteria, then at least 2 independent Directors are required.
The conditions herein are:
1. A company with a paid-up share capital of Rs. 10 crores or more.
2. A company with RS. 100 Crore and more turnover
3. Companies with outstanding loans, debentures, and deposits exceeding Rs. 50 Crores.
And in such case-independent directors, are responsible and have a duty to attend the committee meetings and take care of the committee maters.
And the Board of Directors in general, without the independent directors, under the exemption wherein the Unlisted public companies which are in joint a joint venture, a wholly-owned subsidiary or a dormant company, doesn’t require to appoint Independent Director. In such a case the company’s directors are not under any obligation to attend the committee meetings.