Appointment of director in pvt. ltd. co.

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

29 August 2013 Dear All,

Can a director be appointed in a private Company by board resolution without appointing him as an additional director first?

There are two directors in a pvt company and both want to resign. So if we appoint two new directors both will be additional directors upto AGM date, hence we want to appoint the new directors without appointing them as additional director first.

Hence do we need to call EGM for appointment of two new directors as Promoter Director or can it be done in Board Meeting itself.

Please help

Ajay Mishra

Ajay Mishra (Expert)
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29 August 2013 Hope you got the answer.

Ajay Mishra

Ajay Mishra (Expert)
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29 August 2013
Procedure for Appointment of Director in General Meeting

1. Take consent of director and DIN/disclosure of interest
2. Call a Board Meeting for proposal of appointment of director
3. Hold a Board Meeting and call a General Meeting for such appointment as director.
4. Hold General Meeting and pass Ordinary Resolution under section 257.
4. File Form-32, with ROC, with in 30 days from the date of appointment.
5. Attach consent letter with Form-32, in case of public limited company.
6. Take entry in Minutes.

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