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ADDITIONAL DIRECTOR

Vaibhav Thakkar (Audit Manager) (36 Points)

28 September 2010

We all know that an Additional Director is appointed u/s 260 of the Companies Act 1956 and hold office only up to the date of the next anual general meeting of the company.

I want to know whether the additional director can be removed from his office by the directors of the company.

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6 Replies

Ajay Mishra (Company Secretary) (74342 Points)
Replied 28 September 2010

Dear Friend

A company may by ordinary resolution remobe any director except director appointed by CG before the expiry of his period of office.

So you can removed additional director before expiry of his period of office.

Regards

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Mitali Agarwal (Company Secretary) (638 Points)
Replied 29 September 2010

Originally posted by : Vaibhav
	We all know that an Additional Director is appointed u/s 260 of the Companies Act 1956 and hold office only up to the date of the next anual general meeting of the company. I want to know whether the additional director can be removed from his office by the directors of the company.

Agree with Mr. Ajay. A Director can be removed, before completion of his tenure, only by Ordinary resolution passed in General Meeting but not by the directors of the company.

Yogesh Shah (Managing Corporate Finance) (1051 Points)
Replied 30 September 2010

Hi folks,

I would like to add one thing - along with Sec. 408 director, All India Financial Institution Nominee Director also can't be removed by shareholders u/s. 284.

Ajay Mishra (Company Secretary) (74342 Points)
Replied 30 September 2010

Dear Friend

In the following case, the directors can not be removed by shareholders under section 284 of the Companies Act, 1956:

1. Director appointed by the Central Government u/s 408

2. Directors holding office for life in private companies as on 1.4.1952

3. Directors appointed by the system of proportional representation under section 265

4. Directors appointed by Government in pursuance of any statutory provisions such as, under IDRA, 1951, or SICA, 1985

5. Directors appointed by any financial institution where the special statute governing such financial institution overrides the provisions of this Act.

Regards

Vaibhav Thakkar (Audit Manager) (36 Points)
Replied 30 September 2010

@ Ajay: thanks for the info but i have a little confusion here, coz in the practical field, additional directors are removed from the company before the next AGM so wheter a GM is to called or not for their removal..