Removal of director

This query is : Resolved

Ruchi Gupta (Querist)
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23 February 2016 I have formed a pvt limited company and there are 3 directors only on board who hold equal shares. Now one director who doesnot do any work is creating non sense in business and threatning other two directors who have helped business to grow. How can he be removed by other two directors.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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25 February 2016 A company may, remove a director before the expiry of the period of his office after giving him a reasonable opportunity of being heard after passing the ordinary resolution.

A special notice shall be required of any resolution, to remove a director under this section, or to appoint somebody in place of a director so removed, at the meeting at which he is removed

On receipt of notice of a resolution to remove a director under this section, the company shall forthwith send a copy thereof to the director concerned, and the director, whether or not he is a member of the company, shall be entitled to be heard on the resolution at the meeting.