ashisha (Practising CA) (261 Points)
26 December 2017There is a public company with 3 directors. Director A resigned and a new director say, B was appointed by the Board to fill the casual vacancy. Now, will the new Director, B, be appointed as "Additional director" or "Director"? Is there any further procedure to be followed in the General Meeting?
Santhosh Ganesh
(AGM - Secretarial )
(136 Points)
Replied 26 December 2017
please reffer section 161(4) of the Companies Act 2013
kripa nair
(CS Final -Asst.company Secretary)
(30 Points)
Replied 26 December 2017
It is not mandatory that the Board of Directors must have to appoint a Director in casual vacancy; however it depends on the board whether or not to appoint such director.Usually, directors appointed by the consent of shareholders of the company. Hence it’s better to appoint him as additional director subjected to consent from shareholders on the forthcoming egm/agm.
ashisha
(Practising CA)
(261 Points)
Replied 26 December 2017
thank you for your replies. I referred Sec 161(4). it is not clear whether the appointment has to be mandatorily made as "Additional Director" or not. We will prefer the appointment to be made as "Director" unless law provides otherwise. Plz clarify.
kalijavedu vamsikrishna
(Practicing Company Secretary)
(43 Points)
Replied 27 December 2017
No need to appoint as additonal director, you can appoint him as Director to fill the casual vacancy. and he will hold the office for the balance tenure of the vacating director.
Akash Makhija
(56 Points)
Replied 28 December 2017
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