Unless and untill there is settled law or judgement expressly supporting that minor can be appointed as director of private company. We must reluctant to appoint minor as director of company.

Unless someone tries for the first time, how can there be a judgement on it ? Instead of being reluctant and waiting for the judgement to be passed, what is wrong in taking the initiative ? Only a person who lacks enough confidence in himself would be on a wait and watch mode...

Regards,

A.K. Sharma

Dear Sharmaji,

Since many petitions are already on fore, and hence, wait and watch approach does not signifies cowardness. And surely my take is to clear the fog and then move.

Well, I am none to change your mindset and comment on your approach. Wish you best. God bless.

Originally posted by : CA A.K. Sharma
	Unless someone tries for the first time, how can there be a judgement on it ? Instead of being reluctant and waiting for the judgement to be passed, what is wrong in taking the initiative ? Only a person who lacks enough confidence in himself would be on a wait and watch mode... Regards, A.K. Sharma

I disagree with the statement, coz this is not any research subject. We should follow the laws and rules made and if there is any non claear situation,as said by Mr gandhi, we could file a petition for understanding the correct position of law.

Regards,

Aditya

Rightly said by Aditya… Who would like to waste their time and energy  by getting into court cases. As it is said in India, “India me case ladne jao to sar ke kes bhi nahi rahenge”.

We are just exercising our brains by getting into a debate. But, nobody wants to get into lengthy litigations !

As regards, the appointment of a minor as a director in a private limited company, let us wait and watch, as said by Nehaji. It is not cowardness but indeed a wise attitude.

Warm Regards,

Veeral Gandhi

DEAR EXPERTS...

                             IT IS GOOD TO SEE A FLURRY OF OPINIONS FLOWING IN FROM YOU ALL. BUT THEN HAD THIS BEEN A MOOT COURT COMPETITION, THE PANEL WOULD HAVE HEARD AND LISTENED TO ALL O YOU BUT MUST HAVE BEEN CONVINCED WITH AN ANSWER WHICH IS SHORT AND TO THE POINT. YESS IT IS GOOD TO GIVE CASE LAWS WHEN YOU ARE MAKING YOUR POINT AS DONE BY MS.NEHA JAIN WHICH IS COMMENDABLE AND APPRECIABLE AS WELL. 

                                                                                         AS FAR AS MY REPLY IS CONCERNED A MINORS ABILITY TO CONRCAT IS NOTHING BUT VOID AB INITIO  AND HENCE CAN ONLY ENTER INT A CONTRACT WITH A PRIVATE COMPANY. AS FAR AS APPOINTMENT AS A DIRECTOR IS CONCERNED , HE CAN BE APPOINTED AS DIRECTOR OF A PRIVATE COMPANY FOR TWO SIMPLE REASONS :

1. SEC.274 CLEARLY STATES THAT A MINOR CANNOT BE APPOINTED AS ADIRECTOR AND HENCE CANNOT QUALIFY.

2.MINOR CANNOT FILE CONSENT FOR APPROVAL WITH THE ROC.

                                                     THESE TWO POINTS ARE ENOUGH TO MAKE YOUR POINT.

REGARDS,

TANVEER.

Dear Tanveer,

Company is separate leagal entity (Both Private as well as Public). Only some provisions of Companies Act are notapplicable to Pvt Co.

Directors are appointed to a company because company cannot enter into any contracts on its own.

There should be some human agency who can contract on behalf of company.

Now tell me whether a minor can enter in to contract on his own account, or he can enter in to contract on behalf somebody else ? (Do not refer Companies Act only, there is no such provision regarding minor. Refer Indian Contract Act which has answer to your question)

It is clear that whether Pvt Co or Public Co. minor cannot be appointed as Director.

As explained by  A.Ramaiah in his commentary to Section 274 of Companies Act, 1956, in the case of a minor, though there is no provision in the Act, expressly disqualifying him, as he is not competent to contract, he cannot file either with the company or with the Registrar any valid consent to act as director, as required by section 264. But, as section 264 applies only to public companies and private companies which are their subsidiaries, there is nothing prohibiting a minor being a director of private companies.

But from a practical point of view, a minor can only be an ornamental director as he cannot be party to any transaction which requires competency to contract nor for the same reason can be delegated with any powers of the Board. He may possibly vote on all resolutions at Board meetings.

While commenting about directorship of a minor in a Private Limited Company, Ramaiah was well aware of the provisions of Indian Contracts Act as well as Companies Act.

Thus, it is wise to go by this learned scholars opinion.

Regards,

CA A.K. Sharma

DEAR MR. A.K SHARMA ,

                                            THE OPINION PUT FORWARD BY MR.RAMIAH IS INDEED CORRECT AND CANNOT BE DENIED TO THE LEAST. WHAT I WAS TRYING TO STRESS WAS ON THE BREVITY AND LUCIDITY OF A REPLY. NOT EVERYONE WANTS TO READ A FULL PAGE OR ESSAY TYPE REPLY. LUCIDITY DEMANDS WHEN YOU ARE REPLYING, YOUR ANSWER IS TO THE POINT WITHOUT CREATING MUCH COMPLICATION SINCE ONE CASE LAW CAN BE INTERPRETED IN VARIOUS WAYS. I THINK EVEN IN COMPANY LAW COURT CASES , THE LEARNED JUDGES OR PANEL OF JUDGES WOULD LIKE TO HEAR THOSE REPLIES WHICH ARE LUCID ENOUGH AND TAKES LEAST TIME OF THE TRIBUNAL. 

REGARDS,

TANVEER.

DEAR MR.MANJUNATHA,

                                           INDEED A MINOR IN A PRIVATE COMPANY IS ELIGIBLE TO ENTER INTO A CONTRACT SINCE A PRIVATE COMPANY DOES NOT NEED TO OBTAIN ROC'S APPROVAL. IT IS ONLY IN CASE OF PUBLIC COMPANY THAT FORM 23 ( IF IAM NOT WRONG) IS REQUIRED TO BE FILED AND REQUIRES ROC'S APPROVAL BOTH OF WHICH A MINOR IS UNAUTHORISED TO DO.

REGARDS,

TANVEER.

Originally posted by : Tanveer Md Masood
	DEAR MR.MANJUNATHA,                                            INDEED A MINOR IN A PRIVATE COMPANY IS ELIGIBLE TO ENTER INTO A CONTRACT SINCE A PRIVATE COMPANY DOES NOT NEED TO OBTAIN ROC'S APPROVAL. IT IS ONLY IN CASE OF PUBLIC COMPANY THAT FORM 23 ( IF IAM NOT WRONG) IS REQUIRED TO BE FILED AND REQUIRES ROC'S APPROVAL BOTH OF WHICH A MINOR IS UNAUTHORISED TO DO. REGARDS, TANVEER.

Mr Tanveer,

I dont agree with your statement at all coz at the time of appointment of a Director, Company files not only form 23 but also 32, which is about the perticulars of the Director. and BOTH THE FORMS are to be filled by private Co. as well.

So it clearifies that a minor can not be the Director in the Private Company.

Attached is the document for reference.

Regards,

Aditya

Dear Aditya,

As per  instructions to form 32 which clearly specifies that -

Age of the appointee cannot be less than eighteen years.

Pls check S. No. 5 on page 2.

With Regards

Neha

Originally posted by : Neha Jain
	Dear Aditya,     As per  instructions to form 32 which clearly specifies that -   Age of the appointee cannot be less than eighteen years.   Pls check S. No. 5 on page 2.   With Regards   Neha

Dear Neha,

I am also favouring the same view that minor can not be appointed as Director as he/she does not qualify therequirements.

As Mr Tanveer said, form 23 is to be filled by public Co. only, I was clearifyng the same.

Regards,

Aditya.
 

There is no form 23 to be filed for directors appointment.

Only form 32 is filed whether a person is appointed as director in public or private company. Only difference is in case of public company, it is mandatory to attached consent letter at the time of appointment which is not required for private company.

Even I support your view.

Thanks and Regards

But if the Director is appointed at the AGM by the members, in that case?