Appointment of director

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

10 December 2013 If a company want to appoint a director can be directly appointed OR first appoint addtional director and than regularise in annual meeting of the company.

Can a company has both the director as additonal director till the next AGM.

Ajay Mishra

Ajay Mishra (Expert)
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10 December 2013 Its depend on managment that the proposed appointee will be director or additional director.

If any general meeting is proposed then i will suggest you to appoint director other wise you can appoint as AD in Board Meeting.

till date of AGM you can have AD their after he will automatically resign.

Ajay Mishra

Ajay Mishra (Expert)
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10 December 2013
Procedure for Appointment of Additional Directors.

1. Take consent of director and DIN/disclosure of interest
2. Call a Board Meeting for proposal of appointment of director
3. Hold a Board Meeting and appoint him as additional director.
4. File Form-32, with ROC, with in 30 days from the date of appointment.
5. Attach consent letter with Form-32, in case of public limited company.
6. Take entry in Minutes.

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Ajay Mishra

Ajay Mishra (Expert)
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10 December 2013
Procedure for Appointment of Director in General Meeting

1. Take consent of director and DIN/disclosure of interest
2. Call a Board Meeting for proposal of appointment of director
3. Hold a Board Meeting and call a General Meeting for such appointment as director.
4. Hold General Meeting and pass Ordinary Resolution under section 257.
4. File Form-32, with ROC, with in 30 days from the date of appointment.
5. Attach consent letter with Form-32, in case of public limited company.
6. Take entry in Minutes.

Ajay Mishra

Ajay Mishra (Expert)
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10 December 2013
Procedure for Regularisation of Additional Directors.

1. Call a Board Meeting for proposal of regularization of director
2. Hold a Board Meeting and call general meeting.
3. Hold a General Meeting for passing of resolution under section 257 to regularize the additional director.
4. File Form-32, with ROC, of change in position of director attach certified copy of resolution of shareholders meeting.
5. Take entry in Minutes.

Querist : Anonymous

Querist : Anonymous (Querist)

11 December 2013 can a company have both the directors as additional directors till the next AGM

Ajay Mishra

Ajay Mishra (Expert)
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11 December 2013 I did not get your query...kindly explain

Querist : Anonymous

Querist : Anonymous (Querist)

12 December 2013 I mean to say if a pvt.ltd. co. has only two directors and both are additional directors than r they have the authority to act as whole time directors

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Ajay Mishra

Ajay Mishra (Expert)
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12 December 2013 Yes,

If a person while he was the additional director of a company had been appointed as the managing or whole-time director, the later appointment also ceases simultaneously with the cessation of his directorship at the commencement of the annual general meeting. However, if such a person is re-elected as full-fledged director at the annual general meeting and thereby he continues as a director of the company, he shall continue as a managing or whole-time director also for the period for which he is so elected by the annual general meeting.

Querist : Anonymous

Querist : Anonymous (Querist)

12 December 2013 My query is about the status of additional directors till they have not confirmed as director.
As the company has only addtional director on the current date