09 May 2011
If AOA authorises BOD to mappoint MD in Board Meeting, then is it necessary to hold EGM and take approval of Shareholders??
Further, if a new person other than the existing Directors,is to be appointed as MD then can BOD make such appointment?? or that Director first to be appointed as an Additional Director??
10 May 2011
As per SEction 269, only public limited companies and their subsidiaries are required to appoint MD / WTDs. Private Companies are not required to have MD / WTD. Hence they can be appointed by BOD on any terms and ceilings on remuneration also do not applicable to them.
No need to appoint him as additional director first and then regularise. Straight away appoint him as MD by passing a Board Resolution unless the AOA provides otherwise.
CAclubindia
