Casual vacancy
This query is : Resolved
veena vaidya
(Querist)
15 March 2012
can a casual vacancy be filled by appointment of additional director. please advise
Jiten Gupta
(Expert)
15 March 2012
Section 262 of Companies Act deals with appointment of Director to fill casual vacancy!!
Additional Director is appointed under Section 262,
Though both kind of Directors are appointed by the Board only!!
BUT Additional Director shall hold office upto the coming AGM only but Director appointed u/s262 shall hold the office till the date original director would have hold the office!!
Further Section 262 does not apply to pvt ltd company, so AOA's provisions will be taken into action!!
Additional Director is appointed under Section 262,
Though both kind of Directors are appointed by the Board only!!
BUT Additional Director shall hold office upto the coming AGM only but Director appointed u/s262 shall hold the office till the date original director would have hold the office!!
Further Section 262 does not apply to pvt ltd company, so AOA's provisions will be taken into action!!
CS Mitesh Mehta
(Expert)
15 March 2012
You check AOA.
The power to fill a casual vacancies is usually vested with the Board of Directors.
But AOA can provide that the company in general meeting shall fill a casual vacancy.
Further According to section 262, the Board can fill a casual vacancy only in respect of directors appointed in general meeting if the office of such director is vacated before the expiry of his term as director. The Board of directors can't appoint a director to fill a casual vacancy if a director who was not appointed by the company at a general meeting.
The power to fill a casual vacancies is usually vested with the Board of Directors.
But AOA can provide that the company in general meeting shall fill a casual vacancy.
Further According to section 262, the Board can fill a casual vacancy only in respect of directors appointed in general meeting if the office of such director is vacated before the expiry of his term as director. The Board of directors can't appoint a director to fill a casual vacancy if a director who was not appointed by the company at a general meeting.
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