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Private company - appointment of director

Companies Act 2013 626 views 5 replies

Pooja M

105 Points Posted on 31 January 2022

A private company incorporated in July 2021 with 2 Directors wishes to add 3 more family members as Directors. On 4th Jan, the Board passed a Resolution for the proposal and DIN was applied for. DIN is obtained today. The Board had at its same meeting also passed a Resolution for calling of EGM to make these appointments, subject to DIN. Now if the company calls for an EGM on 1st Feb and appoints the 3 people as Directors, is the procedure correct. Also, will any other Form except DIR-12 be required to be filed for this purpose.

Replies (5)

Chirag

Professional

1979 Points Posted on 31 January 2022

Yes ,there is no issue , only DIR -12 with attachments will require ,and EGM notice length has to be taken care...

However ,If board approved appointment subject to DIN is not available then without DIN appointment is invalid,but once DIN alloted ,Board/Committee can take a note of DIN and DIR-12 can be filed in that case two DIR-12 to be filed (First for Additional director and Second On Change In Designation post AGM approval )

Tanuj Chandra Saxenaa

Company Secretary

7085 Points Posted on 31 January 2022

Yes you can proceed with that.. in egm you can appoint the 3 directors and file dir12 after din approval..
file dir12 with the following attachments:-
appointment letter
board resolution for the same
consent letter of appointment from the director

@ Salini

Yes ,it can be because 160 is not applicable for pvt company ,and board is giving proposal here to appoint director..subject to nothing contrary mentioned In AOA..