can any one know procedure for Removal of Director Without his consent in a ltd company ?
Removal of director without his consent in a ltd company
vasoya ankit (Practice) (137 Points)
03 July 2017
3 Replies
upasana gupta
(Finance Professional)
(3931 Points)
Replied 03 July 2017
REMOVAL OF DIRECTOR IS GOVERNED BY SECTION 169 COMPANIES ACT AND THE PROCEDURE SHALL BE ACCORDING TO THE ACT ONLY:
(1) A company may, by ordinary resolution, remove a director, not being a director
appointed by the Tribunal under section 242, before the expiry of the period of his office after
giving him a reasonable opportunity of being heard
(2) On receipt of notice of a resolution to remove a director under this section, the
company shall forthwith send a copy thereof to the director concerned, and the director,
whether or not he is a member of the company, shall be entitled to be heard on the resolution
at the meeting.
(3) Where notice has been given of a resolution to remove a director under this section
and the director concerned makes with respect thereto representation in writing to the
company and requests its notification to members of the company, the company shall, if the
time permits it to do so,—
(a) in any notice of the resolution given to members of the company, state the
fact of the representation having been made; and
(b) send a copy of the representation to every member of the company to whom
notice of the meeting is sent (whether before or after receipt of the representation by
the company),
and if a copy of the representation is not sent as aforesaid due to insufficient time or for the
company’s default, the director may without prejudice to his right to be heard orally require
that the representation shall be read out at the meeting:
Provided that copy of the representation need not be sent out and the representation
need not be read out at the meeting if, on the application either of the company or of any
other person who claims to be aggrieved, the Tribunal is satisfied that the rights conferred
by this sub-section are being abused to secure needless publicity for defamatory matter; and
the Tribunal may order the company’s costs on the application to be paid in whole or in part
by the director notwithstanding that he is not a party to it.
vasoya ankit
(Practice)
(137 Points)
Replied 03 July 2017
what if director does not present in meeting / do not make any representation ?
vasoya ankit
(Practice)
(137 Points)
Replied 03 July 2017
in my case director is under police custody , however he is not conidted by court , so yet he is not disqualified.
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