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Directors - ca final

C.A. Sandeep Wawhal (CA, PGDFM, BCom) (1831 Points)

17 October 2016

Whether appointment of nominee director is authority driven by Article of Association or Act ?

Like appointment of Additional director is authority driven by Article of Association.

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3 Replies

CA Harshal Totla (Chartered Accountant) (2229 Points)
Replied 17 October 2016

Articles of company must provide for appointment of additional directors by Board of directors. If articles didn't provide such powers then articles have to be amended first.
additional director shall not be a person who fails to get appointed as director at the general meeting.

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CA Harshal Totla (Chartered Accountant) (2229 Points)
Replied 17 October 2016

Subject to the articles of a company, the Board may appoint any person as a director nominated by any institution in pursuance of the provisions of any law for the time being in force or of any agreement or by the Central Government or the State Government by virtue of its shareholding in a Government company.

C.A. Sandeep Wawhal (CA, PGDFM, BCom) (1831 Points)
Replied 09 November 2016

Nominee director is nominated by institution or Government by virtue of Agreemtent or Law as the case may be where as Additional Director is appointed by BOD if authorised by article of company.