08 August 2012
Hi, I guess your company is not a subsidiary of a public company. Then section 269 governing the appointment of managing director does not apply. As per section 303(2), you will have to file form 32. You may appoint by board resolution but in that case intimation to ROC in e-form 23 shall also be filed by virtue of section 192(4)(c). Apparently if you pass the resolution in general meeting the resolution need not be filed.
09 August 2012
Yes, like I said by virtue of section 192(4)(c) you need to intimate the ROC of appointment, so you need to file form 23 along with a copy of board resolution and form 32 for appointment of MD.