Notice under section 169
This query is : Resolved
30 March 2015
WHETHER SPECIAL NOTICE IS REQURIED FOR REMOVAL OF DIRECTOR UNDER SECTION 169 OR NOT.
31 March 2015
YES
A special notice shall be required of any resolution, to remove a director under section 169 , or to appoint somebody in place of a directorso removed, at the meeting at which he is removed.
A special notice shall be required of any resolution, to remove a director under section 169 , or to appoint somebody in place of a directorso removed, at the meeting at which he is removed.
09 April 2015
BUT AS PER OUR PRACTICE MANUAL, SPECIAL NOTICE NOT REQURIED,
WHETHER ANSWER CORRECT OR NOT.
WHETHER ANSWER CORRECT OR NOT.
04 August 2024
Under the Indian Companies Act, 2013, the removal of a director under Section 169 does indeed require a special notice. Here's a detailed explanation:
### Section 169 of the Companies Act, 2013
**Section 169** deals with the removal of directors by the members of a company. Here’s a brief overview:
- **Special Notice Requirement**: Section 169(2) of the Companies Act, 2013 specifies that the removal of a director from office requires a special notice. This notice must be given to the company not less than 14 days before the date of the meeting where the resolution for removal will be passed.
- **Special Notice Definition**: According to the Act, a "special notice" means a notice given to the company in writing by a member or members holding not less than 1% of the total voting power of the company.
### Specifics of Section 169
1. **Section 169(2)**: The provision states that:
- A special notice must be given to remove a director. This notice should be given to the company at least 14 days before the meeting at which the resolution for removal is to be discussed.
- The company must then notify the director concerned about the proposed removal.
2. **Provisions in the Practice Manual**:
- **Practice Manual**: If your practice manual states that a special notice is not required, it could be an outdated practice or a misinterpretation. The Companies Act, 2013 is clear in requiring a special notice for the removal of a director.
### Steps to Follow for Removal of a Director:
1. **Special Notice**:
- **File Special Notice**: Ensure that a special notice is given to the company at least 14 days before the meeting where the resolution for removal will be considered.
2. **Communication**:
- **Notify the Director**: The company must notify the director being removed about the intention to remove them and provide an opportunity for them to be heard.
3. **Resolution**:
- **Pass Resolution**: At the meeting, the members should pass a resolution to remove the director.
4. **Filing with Registrar**:
- **Form DIR-12**: After the resolution is passed, file Form DIR-12 with the Registrar of Companies (RoC) to update the director’s status.
### Conclusion
**Yes, a special notice is required for the removal of a director under Section 169 of the Companies Act, 2013.** This requirement ensures transparency and gives the affected director a chance to respond to the proposed action. If your practice manual does not reflect this, it may need updating to align with the current statutory requirements.
### Section 169 of the Companies Act, 2013
**Section 169** deals with the removal of directors by the members of a company. Here’s a brief overview:
- **Special Notice Requirement**: Section 169(2) of the Companies Act, 2013 specifies that the removal of a director from office requires a special notice. This notice must be given to the company not less than 14 days before the date of the meeting where the resolution for removal will be passed.
- **Special Notice Definition**: According to the Act, a "special notice" means a notice given to the company in writing by a member or members holding not less than 1% of the total voting power of the company.
### Specifics of Section 169
1. **Section 169(2)**: The provision states that:
- A special notice must be given to remove a director. This notice should be given to the company at least 14 days before the meeting at which the resolution for removal is to be discussed.
- The company must then notify the director concerned about the proposed removal.
2. **Provisions in the Practice Manual**:
- **Practice Manual**: If your practice manual states that a special notice is not required, it could be an outdated practice or a misinterpretation. The Companies Act, 2013 is clear in requiring a special notice for the removal of a director.
### Steps to Follow for Removal of a Director:
1. **Special Notice**:
- **File Special Notice**: Ensure that a special notice is given to the company at least 14 days before the meeting where the resolution for removal will be considered.
2. **Communication**:
- **Notify the Director**: The company must notify the director being removed about the intention to remove them and provide an opportunity for them to be heard.
3. **Resolution**:
- **Pass Resolution**: At the meeting, the members should pass a resolution to remove the director.
4. **Filing with Registrar**:
- **Form DIR-12**: After the resolution is passed, file Form DIR-12 with the Registrar of Companies (RoC) to update the director’s status.
### Conclusion
**Yes, a special notice is required for the removal of a director under Section 169 of the Companies Act, 2013.** This requirement ensures transparency and gives the affected director a chance to respond to the proposed action. If your practice manual does not reflect this, it may need updating to align with the current statutory requirements.
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