03 August 2010
Managing Or Wholetime Director, Link With Nature Of Duties, Not Designations Department's Clarification.-Whether a director is to be regarded as a whole-time director or as a managing director of the company would depend on the nature and extent of the duties entrusted to him and that the designation under which the appointment is made would no! make any difference in this regard. Thus, if a director is entrusted with managerial functions, he would be in the position of a Managing Director notwithstanding the fact that he may be designated as a technical adviser or as a technical director of the company
03 August 2010
If articles is silent , 7 days notice can be followed.
"director" includes any person occupying the position of director, by whatever name called
"managing director" means a director who, by virtue of an agreement with the company or of a resolution passed by the company in general meeting or by its Board of directors or, by virtue of its memorandum or articles of association, is entrusted with 2[substantial powers of management] which would not otherwise be exercisable by him, and includes a director occupying the position of a managing director, by whatever name called:
Term 'Whole time Director is only explained in para explanation in Section 269 of the Companies ACt, 1956.
Thus it means Director who is in employment or who devotes his whole time in the management of the Company business unlike non executive director who may renders expert services to the Company.
Executive directors perform operational and strategic business functions such as: managing people, looking after assets hiring and firing, entering into contracts Executive directors are usually employed by the company and paid a salary.
Non-executive directors use their experience and expertise to provide independent advice and objectivity, and they usually have a role in monitoring executive management. A non-executive director might be appointed to carry out a specialist role on a part-time basis or for their expertise in specific activities, such as strategy and contract negotiation.
03 August 2010
As per Section 286 of the Indian Companies Act, 1956 written notice must be served on the Directors present in India on their usual address. There is no time limit for the notice is prescribed. However, in one of the case it was confirmed that the notice must be given "Reasonably in advance".... Refer case Mahabir Prasad Vs Bajrang Prasad (Calcutta) in 2000
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