Appoinment of additional director

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Querist : Anonymous

Querist : Anonymous (Querist)

14 March 2012 Articles of Pvt Ltd Company does not provide for Appointment of Additional Director viz Articles is Silent on Additional Directors.

The Company has appointed Additional Directors.

Whether the appointment is valid or not.

Ajay Mishra

Ajay Mishra (Expert)
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14 March 2012 Hi

No, it is mandatory provision of Article of Associations of the company. I think please check your company's articles it will given.

You can not appoint addition director without articles approval.

Regards

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CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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14 March 2012 The Board of directors of a company does not have the power to appoint an additional director unless it is conferred by the articles.

If the articles do not contain such provisions, the articles need to be altered to insert therein a regulation before the Board of Directors makes any such appointment.

In your case appointment is not valid. What you can do is, alter the articles back dated (i.e date before the appointment of additional director)

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Jiten Gupta

Jiten Gupta (Expert)
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14 March 2012 AOA must contain provision regardinf appointment of Additional Director!!

You can alter the AOA with back date u/s31 and file e-form 23 with late fees!!

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