09 February 2010
Hi sir,please advice about following.As per sec.262&313 (casually filled & alternate dir.) it is written that these directors will be the non rotational directors. I am confused that casually filled dir. holds office till unexpired period of original dir then if original dir would be rotational then can't the casually filled dir automatically become rotational??? The same query is for alternate dir.Please answer using following ex. Mr.A,original dir,is a rotational dir.Total strength of board=11 out of which 8 would be rotational.Now if Mr.A is appointed latest for 3yrs term & he vacates the office in 1st yr.Now if board fills casual vacancy then the new dir would be rotational or non rotational??? What no. of dir will be liable to retire by rotation???(I guess 11-1=10*2/3=7) Please clarify. Thanx for the reply.
09 February 2010
Kindly refer Section 262 & 313 no where it is stated that directors appointed will be non rotational.
Under Sec 262, the new director so appointed will hold office only upto which the old director would have held office if he has not vacated so in ur case, new director appointed will hold office upto 3 yrs as original director.
If ur total directors on board is 11, 8(2/3*11) will be liable & 4 will actually retire(1/3*11)fraction to be rounded off
CAclubindia
