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Appointment of Director

19 June 2010

Can a director be appointed by the Board with back date i.e Board meeting on 19/06/2010, and effective date of appoitment of a director is 18/06/2010. Can it be so with approval of members (in GM).

Please clarify.

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11 Replies

Mitali Agarwal (Company Secretary) (638 Points)
Replied 19 June 2010

I dont think so that a director can be appointed with back date.

Board Meeting has to be held before the date of appointment or on the date of appointment.

And then appointment can be confirmed in the ensuing General Meeting.

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Mitali Agarwal (Company Secretary) (638 Points)
Replied 19 June 2010

Or the appointment can be directly made in General Meeting but meeting should be held before the date of appointment or on the date of appointment.

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 21 June 2010

Appointment with retrospective effect is not possible. However modification in remuneration conditions with retrospective effect is possible.

(Guest)

Appointment in the back date can never be possible. Moreover, Members of the Company also don’t have such power to ratify this kind of action.

Roopa (Accounts Officer) (38 Points)
Replied 23 June 2010

Hi Can any one quote the section which states that the Director of the Prviate limited Company can hold the office in more than one Company..

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Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 23 June 2010

As per section 275 a person can hold the position of a director in maximum 15 companies at a time. Also go through section 278.

Regards

(Guest)

Section 278:

Following directorships shall not be counted for the purpose of determining the 15 Directorships

(1) Pure Private Limited Company and not Deemed Public Company

(2) Unlimited Company

(3) Alternate Director

(4) Section 25 Company

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Ankur Shah (Practicing Company Secretary)

Ahmedabad, Gujarat - 380015

Mobile: +91-90330 03922, 94276 33901

E-Mail: ankur @ csankur.com

Website: www.csankur.com

Blog: www.csankur.blogspot.com

Ashish Kapil (CS Trainee) (25 Points)
Replied 23 March 2011

Dear Experts,

Can any one quote the Section which says appointment of additional director with retrospective effect is not possible.

Sudhir Garg (Service) (236 Points)
Replied 24 March 2011

Under section 266, additional director can be appointed by Board in its meeting. Does not it mean the appointment can not be done retrospective??

Further, appointment of director is not an ordinary busines which can be ratified afterwards by the board. Apppointment accompanies rights, responsibilites and duties. If appointment could be ratified, then how corporate governance can be achieved.

Regards- Sudhir