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Methods of Appointment of Directors

Directors can be appointed by the following

(1) Appointment of First Directors The first directors of the company are appointed by the signatories of the council memorandum. Normally the names of the first directors are given in the Articles of Association of the company. If the directors are not named or appointed in the Articles of Association of a company, the persons signing the memorandum of council shall be deemed to be the directors of the company until the directors are appointed at the general meeting of the company. She goes.

(2) Appointment of Directors in the Annual General Meeting of the Company The period of the first directors appointed in this manner is till the first annual general meeting of the company. In place of such directors, the directors of the company are appointed by the members of the company in the first annual general meeting of the company.

At least 2/3 of the directors of some directors of every public company retire from shifts. Out of 2/3 such operators retiring from shift, 1/3 of the operators retire from shift every year. The vacancies of such directors are filled only by the members in the general meeting, for example, if the number of directors of a company is 9, then 2/3 of its directors i.e. 6 directors will have to retire from shift from time to time. 1/3rd of these operators i.e. 2 operators will have to retire every year.

Among the retiring operators, such directors will retire first, who will have been working on the post of director for the longest time at the time of last appointment. If all the directors have been appointed on the same day, then in the absence of any contrary arrangement in the Articles, 1/3 of the operators will be determined by ‘lottery system’.

According to the above arrangements, on the retirement of the directors, by the general meeting

The retiring director or any other person can be appointed as the director. The notice of appointment of directors should be sent to the registrar within 30 days of appointment.

(3) Appointment of Directors by the Board of Directors – Casual vacancies can be filled by the Board of Directors. The Director so appointed shall act as a Director for so long as the Director in whose place he has been appointed ought to have done. A casual vacancy may arise due to the death, bankruptcy, resignation or disqualification of an operator.

If the board of directors of a company is authorized by Articles or by resolution passed in the general meeting of the company, it may appoint another alternate director in place of such director who has been outside India for not less than three months. have gone In place of an independent director, an alternate director can be appointed only by a person who is qualified to be an independent director.

(4) Appointment of Directors on the Basis of Proportionate Representation System: Any public company or its subsidiary private company can appoint directors on the basis of proportional representation if authorized by its Articles. At least 2/3 of the directors of the company can be appointed on the basis of proportional representation.

(5) Appointment of Directors by Others Under the Article, a third party may be empowered to appoint one or more directors. For example, such right can be given to the seller of property by Articles. A person who gives loans to a company, has his own on the board of directors

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