Appointment of director

This query is : Open

Querist : Anonymous

Querist : Anonymous (Querist)

13 July 2013 Dear learned CA's

1. In absence of any FORM 32 and Board resolution filed with Registrar of Companies in favour of a person, can he be considered as Director of Company. Further, if he has misrepresented himself as Director by signing Annual Return alongwith a validly appointed Director and filed with ROC, can he be considered as Director of Company.

Request expert advise.

Ajay Mishra

Ajay Mishra (Expert)
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15 July 2013 Hi

Please check, what your Board Minutes says about appointment as director. If it says that he is appointed as director then, you have make default in filing Form-32 with ROC.

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Querist : Anonymous

Querist : Anonymous (Querist)

15 July 2013 Dear Ajay,

Thanks for your suggestion.

There is no such Board Minutes or Resolution authorising the misrepresenting persons as Directors of company. However, this being a family owned business (Brothers- A, B, C & D), due to misrepresentation by brothers C & D that they are Directors of Company, A & B have in Income Tax Returns shown C & D as Directors. Besides all this how can a statutory requirement of having a Board Resolution & Filing Form 32 to be a Director can be surpassed.

Awaiting suggestions from the community.

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