Can a minor be appointed as a director of the company??? please mention the reason in support of your answer...
13 Replies
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 11 February 2010
No it is simply not possible.
Lack of contractual powers, as per Indian Contract Act, 1872, restricts him to act as director of the company. Being a minor he cannot enter in to any contract on behalf of the company.
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 11 February 2010
As decided by the Supreme Court in Oriental Metal pressing works Pvt. Ltd. Vs. Bhaskar Kashinath Thakore the office of a director is to some extent an office of trust and there should be someone available on whom responsibility could be fixed, but fixing such responsibilities might be difficult if the director is a minor.
Amir
(Learner)
(4016 Points)
Replied 11 February 2010
Dear Renu,
A minor cannot be appointed as a Director in case of Public Company, beacuse he is incompetent to give consent u/s 264 for his appoinmtment which is a mandatory requirement..
Now why he is incompetent the answer is simple beacuse a minor is incompetent to become a contracting party as per Indian contract act..The point validly explained above by Ankur Sir...
But, Sec 264 is not applicable to Private Company which is not a subsidary of Public Company, therefore A minor can be appointed as a director in a Private Company, But again Articles of Association may restrict the appointment of minor in this case...Therefore it needs to be suitably ammended..
Kalpana Chauhan
(Asst Manager-Secretarial and compliance )
(33 Points)
Replied 11 February 2010
The case law quoted by Mr. Ankur is for a pvt ltd co , So I think even for a Pvt co a minor cannot be appointed as a Director . Please correct me if I am wrong .
CA Rahul Khatter
(Chartered accountant)
(97 Points)
Replied 12 February 2010
totally agreed wid all ..............
as minor is not competent to enter into the contract ............
and if we r talking he cannot enter into the contract how cn he be responsible for the wrk whch is entrusted to director,.....
there would be someone who cn take responsibility ,,
as in the case of deemed director.....
so finally minor cannot be a director...
if i m wrng please correct me
Amir
(Learner)
(4016 Points)
Replied 12 February 2010
Dear members,
I am not denying what u r saying but I have read it somewhere that a minor can be appinted as a Director in case of Private Company...
Can u plz confirm me this thing......
(Guest)
Dear Amir, U r right. As per Sec. 264, every person proposed as a director shall file his consent with the company, and every person shall file his consent with the registrar within 30 days of his appointment as a director. A minor is not capable of filing any of these consents. But it is to be noted that Sec.264 applies only to a public company. Since, a director of a private Co. is not required to file any consent, a minor can also be appointed as a director of a Pvt. Co.
Kalpana Chauhan
(Asst Manager-Secretarial and compliance )
(33 Points)
Replied 15 February 2010
I still think that minor cannot be appointed a s a Director .... Can someone help with a relevant case law which says minor can be Director or some other research .........
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 15 February 2010
Kindly do not create unnecessary confusion.
A minor can not be appointed as a director in any company at any cost.
CS Ankur Srivastava
(Company Secretary & Compliance Officer)
(17853 Points)
Replied 15 February 2010
Minor cannot become Director in any Company whether Private or Public.
Kalpana Chauhan
(Asst Manager-Secretarial and compliance )
(33 Points)
Replied 15 February 2010
Thanks Mr Ankur ..... :)
CMA. CS. Sanjay Gupta
("PROUD TO BE AN INDIAN")
(114225 Points)
Replied 12 May 2010
Please Check this link---
https://jurisonline.in/2010/01/independent-directors-and-their-independence-in-corporate-governance-practice/
Biju P
(CA IN PRACTICE)
(71 Points)
Replied 03 March 2012
A minor can be appointed as director in a private limited company unless otherwise provided in thier articles of association. But one thing is that can he take the DIN number which is now mandatory to become a director in a company. It is heard that the DIN aplication cannot be validated if the proposed director is minor
CA. Biju
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