Board meeting-qurum
This query is : Resolved
ARUN KUMAR MAITRA
(Querist)
25 May 2012
Due to resignations of two directors from the board,the number of directors of a Pvt. Ltd. Co. have fallen below the statutory minimum.Can a board meeting be held with one director to appoint additional directors?Otherwise can they be appointed through EGM?
C.A. A.K.Maitra
C.A. A.K.Maitra
Ajay Mishra
(Expert)
26 May 2012
Hi
In Case the director of the company is less than two or the no. of director fix for the quorum, then the remaining director (continuing director or directors) may act for the purpose of increasing the no. of directors to that fixed for the quorum or summoning a general meeting of the company, but no for other purpose.
Please read Regulation 75 of Table A of Schedule I of the Companies Act, 1956.
Regards
In Case the director of the company is less than two or the no. of director fix for the quorum, then the remaining director (continuing director or directors) may act for the purpose of increasing the no. of directors to that fixed for the quorum or summoning a general meeting of the company, but no for other purpose.
Please read Regulation 75 of Table A of Schedule I of the Companies Act, 1956.
Regards
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ARUN KUMAR MAITRA
(Querist)
26 May 2012
Dear Mishra Ji, Regulation Table A is applicable to Public Ltd. Companies but my query was with regard to Pvt. Ltd. Company.
There are agood number of cases in which the courts have held that a single director can hold a meeting to appoint additional directors.Zimmers Ltd. v Zimmer(1951)WN600;Macson Dev. Co.Ltd.,Gordon;Collieries Trust Ltd v Dover,St.Margaret's & Martin Mill Light Rly. Co(1914)2 CH 506 (CA).
Regartdsd,
A.K.Maitra
There are agood number of cases in which the courts have held that a single director can hold a meeting to appoint additional directors.Zimmers Ltd. v Zimmer(1951)WN600;Macson Dev. Co.Ltd.,Gordon;Collieries Trust Ltd v Dover,St.Margaret's & Martin Mill Light Rly. Co(1914)2 CH 506 (CA).
Regartdsd,
A.K.Maitra
Ajay Mishra
(Expert)
26 May 2012
Hi
Where it says that Table A of Schedule I is applicable to public company and not to private company.
Regards
Where it says that Table A of Schedule I is applicable to public company and not to private company.
Regards
Soumitra Basu
(Expert)
26 May 2012
Mr. Mishra is correct. The Hon'ble court has held its judgment in similar line what has been mentioned in Regulation 75 of Table A
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