26 February 2011
"RESOLVED THAT pursuant to the provisions of Section 257 and other applicable provisions (including any modification or re-enactment thereof), if any, of the Companies Act, 1956, (Name of the person whose appointment is proposed) who was appointed as an Additional Director in the meeting of the Board of Directors held on (Date of Board meeting) and whose term and whose term expires at the ensuing Annual General Meeting of the company and for the appointment of whom the Company has received a notice in writing proposing his candidature for the office of the Director be and is hereby appointed as a Director of the Company whose period of office will be liable to determination by retirement of directors by rotation".
"RESOLVED FURTHER THAT (Name of the person(s) authorized) be and are hereby severally authorized to do all the acts, deeds and things which are necessary to give effect to the above said resolution.”
Remuneration to Additional Director can be paid by both Public Limited Company and a Private Limited Company.
28 February 2011
@ Udit Sharma I have some question about the foregoing draft resolution Is section 257 applies to Pvt Ltd Company? Are the Directors of the Pvt limited Company are liable to retire by rotation if their is no such provision in the Articles of the Company? eform 32 has to be filed and the person authorised to digitaly sign the said form has to be provided in the resolution.
CAclubindia
