removal of independent director
Kashish Vijayvargiya (7 Points)
18 May 2018
can independent director be removed by board of directors ?
5 Replies
smruti dwibedi
(student)
(35 Points)
Replied 18 May 2018
Yes as per Sec 169 an independent director can be removed by BOD
as sec not distinct between ordinary director and independent director
Vidhya Sadhasivam
(Company Secretary in Practice)
(56 Points)
Replied 18 May 2018
No. Only members can remove Independent Director
Section 169 of the Act provides that 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;
Please check notification dated 21st February, 2018 Companies Removal of difficulties ordee, 2018
CS Ankur Srivastava
(Company Secretary & Compliance Officer)
(17853 Points)
Replied 19 May 2018
| Originally posted by : Vidhya Sadhasivam | ||
 |
No. Only members can remove Independent Director Section 169 of the Act provides that 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; Please check notification dated 21st February, 2018 Companies Removal of difficulties ordee, 2018 |
 |
Agree with the views of Learned Member. However, please also take note of Section 167 wherein Directors can take note of the Vacation of office if any one of the conditions mentioned therein have been met. Section 167 applies to Independent as well as regular director.
Santhosh Ganesh
(AGM - Secretarial )
(136 Points)
Replied 24 May 2018
Section 169 says that he may be removed by ordinary resolution so board can propose the same and forward to members and members can remove the director
hence board can only recommend to the members and members has to decide the same
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