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Additional director

Atul Juyal (CA) (52 Points)

05 July 2016

Can Additional Director be reappointed as Additional Director after AGM in Boards Meeting

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2 Replies

CA Harshal Totla (Chartered Accountant) (2229 Points)
Replied 05 July 2016

Section 161(1) of companies act,2013 provides that "the articles of a company may confer on its Board of Directors the power to appoint any person, other than a person who fails to get appointed as a director in a general meeting, as an additional director at any time who shall hold office up to the date of the next AGM or the last date on which the AGM should have been held, whichever is earlier.

Conclusion:
1)AOA shall give express power to BOD to appoint additional directors. If not, then you have to first amend the AOA accordingly in a manner provided under the act.
2) Person to be appointed as additional director shall not be one who fails to get appoint as director earlier in general meeting