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Discussion > Corporate Law > Pvt ltd >

Age Limit for Directors Pvt Ltd

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CS

[ Scorecard : 146]
Posted On 04 October 2010 at 15:39 Report Abuse

Is there any age limit for a person to be a director of a Pvt Ltd Company ? If yes wat is the min and max age allowed? and what abt whole time director (is there age limit) for pvt ltd co.?


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Ajay Mishra
Company Secretary

[ Scorecard : 73157]
Posted On 04 October 2010 at 16:25

Age Limit for Director

 

In case of Director other than MD or WTD

 

The Companies Act, 1956 generally not define the minimum age limit for becoming a director of the company, who is not managing director or whole time director.

 

A minor is not competent to contract. According to Palmer’s Company Law (para 62-02) “Directors are, in the eye of law, agents of the company for which they act, and the general principles of law of principal and agent regulate in many respects the relationship of the company and its directors”. Under section 184 of the Indian Contract Act, 1872, a person who is not the age of majority can not become an agent. In consequence a minor can not be appointed to an office of director of a company.

 

In case of MD or WTD

 

For the appointment of a person as managing director or whole time director, he is required to fulfil the conditions specified in Schedule XIII of the Companies Act, or else take the approval of the Central Government. One of the conditions as per Part I of Schedule XIII is as under:

 

Managerial person has completed the age of 25 years and has not attained the age of 70 years.

Exception: A special resolution is required for the appointedment of a managerial person if he

(i)    Has attained the age of 70 years; or

(ii) Has not completed the age of 25 years, but has attained the age of majority (i.e. 18 years).

 



Total thanks : 1 times




Yogesh Shah
CA Final - Group II cleared

[ Scorecard : 1035]
Posted On 05 October 2010 at 14:14

Hi Sadhana,

MD / WTD is already covered above and hence I am telling about other Directors :-

Provisions like age limit, edu qualification etc. are relevant before appointment of Director. Means Sec. 274 (Disqualifications of Director) comes into the picture.

Private Company can provide additional disqualifications in their AoA (apart from those provided under sec. 274).

 

Hence, you have to check AoA of concerned pvt. co. If any age limit for OTHER directors is provided then you have to follow it. If nothing is provided, then you can appoint individual of any age as a director of private co. (including minor even)




HARDIK
COMPANY SECRETARY NCFM (Corporate Governance )

[ Scorecard : 664]
Posted On 05 October 2010 at 14:21

Hi agree with ajay fully and minor can not be appointed as Director.



Yogesh Shah
CA Final - Group II cleared

[ Scorecard : 1035]
Posted On 05 October 2010 at 14:26

Hi Hardik,

Minor CAN be appointed as a director of private co. if not prohibited by AoA.




Ajay Mishra
Company Secretary

[ Scorecard : 73157]
Posted On 05 October 2010 at 15:05

Dear Mr. Yogesh

 

How can you appoint a person as director, if he/she is not capable to enter into a contract. I think DIN will not be alloted to minor.

 

 

Regards




Yogesh Shah
CA Final - Group II cleared

[ Scorecard : 1035]
Posted On 07 October 2010 at 17:12

Hi Ajay,

 

'Minor can't enter into contract' is not the mere reason behind its disqualification. You are talking about Sec. 264. Please note that Sec. 264 is NA to Pvt. Co. In case of private co, neither consent with co. nor consent with ROC is mandatory.

 

Hence, in private co. minor CAN be appointed as a director.

 

I respect your opinion because practically this rarely happen but THERE IS A SCOPE. If minor is appointed as director he remains only ornamental director without any liability for acts done by him.




Ajay Mishra
Company Secretary

[ Scorecard : 73157]
Posted On 07 October 2010 at 17:54

Dear Yogesh

 

I am not talking about applicability of the public or private limited company. I am talking about the age limit for becoming a director.

 

If you read Part I (c ) of Schedule XIII it says the person should attained the age of majority that means he should not be minor.

Regards

 




Yogesh Shah
CA Final - Group II cleared

[ Scorecard : 1035]
Posted On 08 October 2010 at 11:41

Hi Ajay,

 

I agree with your opinion NOW because today I tried to fill DIN form by inserting DoB as somewhere in 2000 (i.e. below 18 years) but it showed an error.

 

But dude, I don't understand one thing - 'Minor can be appointed as Director in Pvt. Co.' - this is there in our ICAI Law Module & Mr. Jayaraman Sir's notes also. Then how they can mention like this? Or after DIN applicability above provision stood withdrawn?




Ajay Mishra
Company Secretary

[ Scorecard : 73157]
Posted On 08 October 2010 at 12:54

Dear Yogesh


I like your sprit to find whether  a miner can appoint as Director and you have checked it vide practically, very good. Keep this spirit alive.


I know that DIN can not avail a minor.



Regards



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