17 February 2010
My view is that Additional Directors have all the rights as a Director have.
They can be appointed as a MD ow WTD. However as per section 260 such directors can hold office only upto the next AGM.
Provision > 260. ADDITIONAL DIRECTORS. Nothing in section 255, 258 or 259 shall affect any power conferred on the Board of directors by the articles to appoint additional directors:
Provided that such additional directors shall hold office only up to the date of the next annual general meeting of the company :
Provided further that the number of the directors and additional directors together shall not exceed the maximum strength fixed for the Board by the articles
Appointment of additional director (Section-260) as a managing or whole-time director
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.
17 February 2010
Office of managing or whole-time director comes to an end with the cessation of office of director
An individual who is a managing or whole-time director must also be a director of the company. If an individual is appointed as an additional director and then he is appointed either as a managing or whole-time director then the latter office of managing or whole-time director will automatically come to an end at the next annual general meeting of the company. The office of managing or whole-time director will come to an end simultaneously with the cessation of office of director. If the company wishes to continue him as a managing or whole-time director then he will have to be re-appointed as a simple director in the next annual general meeting.
Download a useful file for the appointment of managerial personnel from the link below:
CAclubindia
