Cooption of a director

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

21 February 2012 Hi,

A company having a paid up capital of Rs. 100000/- with two directors. One of them holding 5% of share and other one holding 95% of share. Now the company propose to coopt a third director but the person holding 5% of share is not willing to attend the Board Meeting and signing the resoultion etc., and not even allowing to change the bank operations. Now i want to know whether the company can coopt the third director without holding the Board Meeting.

Ajay Mishra

Ajay Mishra (Expert)
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21 February 2012 Hi

No, it is required to hold Board meeting for appointment of new director, either on Board Meeting or General Meeting.
However you take the benefits of Article 75 of Table A of Schedule-I of the Companies Act, 1956.

Regards

Querist : Anonymous

Querist : Anonymous (Querist)

23 February 2012 Hi,
Thanks. Can u kindly enlight me the procedure to be adopted under Article 75 of the Companies Act