Companies should provide its stakeholders with the details of their employees? remuneration beyond prescribed limits. The firms need to make a formal statement, showing names of employees whose remuneration is higher than that of the managing director or the director. This is part of a report by Institute of Company Secretaries of India (ICSI) on secretarial standard (SS-10). The Companies Bill, for the first time has prescribed, compliance to SS-10.

The report, Secretarial Standard on Board Report, specifies that in case of material changes occurring after the balance sheet date, then cause for the change has to be mentioned and the remedial measures in the report. As per standard, any changes in company?s nature of business, its subsidiaries and class of business in which the company has an interest, are to be reported. It has been desired to provide information relating to joint ventures and acquisitions also.

NK Jain, secretary and CEO ICSI said, ?The Companies Bill, 2009 for the first time prescribes compliances to secretarial standard (SS 10) on board and general meetings. While the standard specifies many timelines that are not prescribed by the Company Law, the institute maintains that these standards do not go beyond the existing law in any way. The standard also interprets it correctly for stakeholder?s reference.?

The standard also proposes to give more emphasis on directors responsibility statement and suggest making it a part of the board?s report. Further, in the event of sickness of a company, the standard suggests including the factors leading to such sickness and the steps proposed to resolve it.

The standard suggests that report should give information as required by the listing agreement and includes a compliance report on corporate governance also. The board?s report should also disclose details of Employee Option Scheme and diluted earning per share pursuant to issuance of shares under the scheme.

The standard specifies that the report should disclose the number of shares issued or proposed to be issued to the employees or the directors.

Corporate compliance has been given significant weightage under this standard which expects that there should be explanation in the board?s report in response to the queries raised by a practicing company secretary.