Appointment of Director

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Muralidharan (Querist)
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01 March 2010 Dear Members

ABC is a Private Limited Company having Two Directors. One of the Director (Mr.A) has now resigned. It is proposed to appoint Mr.C as Additonal Director.

Is it possible for the continuing Director (Mr.B) to convene a board meeting and appoint a Additional Director. Does he (Mr.B) have the powers to do so since Mr.A has submitted his resignation and may not attend the meeting.

After the appointment of Mr.C the resignation of Mr.A will be considered by the Board at the same meeting.

Kindly advise

with regards

Muralidharn

Rasesh

Rasesh (Expert)
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01 March 2010 The easiest course of action would be to appoint Mr. C before noting the resignation of Mr. B as an additional director. File Form 32 for appointment of Mr. C and resignation of Mr. B.

However, I request suggestions from other members.

Ankur Garg

Ankur Garg (Expert)
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02 March 2010 As per regulation 75 of Table single director can increase the no. of BOD members for the purpose of quorum.

Check your AOA about the existence of this clause.

On the other hand you may appoint the additional director from back date and file form 32 accordingly with or without late fee.

Regards

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