The Board governs
The Producer Company normally has five to fifteen directors, subject to the statutory conversion provisions. Directors must understand the objects, Articles, duties, conflicts and information before them. The Board’s powers and responsibilities in sections 378R and related provisions include company policy and oversight. General-meeting matters under section 378S must be placed before members; a delegation cannot override a statutory reservation.
The CEO manages
Section 378W requires a full-time Chief Executive appointed by the Board from persons other than members. The CEO is an ex officio director and operates subject to Board control and the statutory conditions. Put appointment terms, remuneration, duties, reporting, performance measures and limits in writing. Do not use the CEO title to avoid required Board or member approvals.
Build an authority matrix
For procurement, sales credit, payments, hiring, borrowing and contracts, identify who may propose, verify, approve and sign. Require separate verification of changes to bank details. Set monetary limits and prohibit splitting transactions to evade approval. Reserve related-party transactions, capital decisions and matters reserved by law for the correct approval route. Review the matrix after changes in directors or the CEO.
Conflicts and personal duties
Obtain and update disclosures; maintain the required registers; identify interests before each decision. Check related-party provisions and Producer Company-specific borrowing or member-loan requirements. Keep company funds separate from personal money. Directors should challenge unexplained cash shortages, overdue returns and unapproved commitments and have questions and dissent properly recorded.
Monthly dashboard and handover
The CEO dashboard should show procurement quantity and margin, member payments overdue, stock, debtor ageing, cash forecast, compliance exceptions and decisions needed. During handover, inventory statutory books, contracts, bank mandates, filing access and pending matters. Revoke obsolete access promptly while preserving records. The outgoing officer’s departure does not erase unresolved obligations; allocate an owner and deadline to each.
Example: A proposed ₹5 lakh member-credit programme cannot be approved solely because the CEO has a ₹5 lakh payment limit. First assess section 378ZK, Articles, security, repayment terms and the competent approval. Payment authority implements an approved transaction; it does not establish its legal eligibility.
Editable tools
Open a tool, complete the yellow fields and save a completed copy. For offline use, download this kit first. No entries are uploaded or automatically saved. These tools are adapted worksheets, not prescribed statutory forms.
Related register formats
Sources and further reading
- Companies Act, 2013 — Chapter XXIA and applicable general provisions
- MCA — current forms, Rules, notifications and filing services
Read legal references with amendments and current Rules. Scheme windows and application availability are not confirmed by inclusion here. The case-law module explicitly identifies the verification limits of its reported example.