Non executive director

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Rahul Krishna (Querist)
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30 August 2011 a person 'A' starts a company along with another person 'B', as A&B both as the director of that newly incorporated pvt limited company. Now if 'A' wants to be a non executive director of the company, then is there any kind of resolution that needed for the same? And in that event, will there be another full time director needed along with 'B' to fulfill the statutory requirement of having at least 2 directors in a Pvt ltd company or 'A' after being the non executive director along with 'B' will still be sufficient for the statutory requirement of 2 directors?

vignesh

vignesh (Expert)
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31 August 2011 Dear Rahul Krishna,

its not the matter whether the director is an executive or non-executive. the number only will count for the minimum requirement for a pvt ltd. so you can change the director designation from executive to non-executive and it will not affect the statutory requirement. and the change in designation requires the board approval and file the e-Form - 32 within one month from the date of board meeting.

C A S.S.Agarwal, M.Com.,LL.B,

C A S.S.Agarwal, M.Com.,LL.B, (Expert)
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01 September 2011 I think no form No. 32 is required to be submitted. The minimum number is prescribed under the Companies Act that for Private Limited companies there should be at least 2 directors. Both can work and sign no where there is any definition of working and non working director. If you want you can appoint another director and in that case form No. 32 will be required.

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