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Additional Director

Pravin (Associate) (127 Points)

30 September 2009

If BOD of company appoints a additional director just before the AGM on the same day morning

Whether the same additional director retire in such AGM ? as Sec.260 says additonal director shall hold office only up to the date of the next annual general meeting.

Regards,

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8 Replies

Manmohan ACA, CS (Chartered Accountant ) (14243 Points)
Replied 30 September 2009

Yes

Better appoint him again by passing circular Board resolution

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CS Vivek Hegde (COMPANY SECRETARY) (713 Points)
Replied 30 September 2009

You have to appoint him at the AGM also on the same day and file two form 32s...

rgds

Vivek Hegde

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 30 September 2009

No doubt at all.

Sections 260 applies immediately and deemed vacation of additional director's office same day.

Appoint him next day after AGM.

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 30 September 2009

Originally posted by :CS Vivek Hegde
"	You have to appoint him at the AGM also on the same day and file two form 32s... rgds Vivek Hegde	"

As per my understanding ==not possible to appoint him on the same day in AGM as this is not the declared and approved agenda item of AGM notice. You can not add any new Agenda later on in any kind of GM.

Advance inclusion of this Agenda in theAGM notice is also illegal as you are appointing additional dir on the AGM date itself.

Regards

(Guest)

I will give you the short cut solution.

Appoint him on the same day, But mention the time for board meeting.

So, your additional director can hold office till AGM of 2010.

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NIDHI DHAWAN (COMPANY SECRETARY) (46 Points)
Replied 30 September 2009

I think u cannot do so ,becoz U cannot discuss any item ,if it is not written in the Notice of AGM ,He will have vacate the office. I think u will have to file fresh form 32 on the next day of AGM.Actually, I am also facing same problem, we have to appoint Additional Director,but we have posted the Notice of AGM,so, me too going to apoint him on the next day of our AGM.