18 October 2010
our company is a public ltd. compamy and we have issued 4% preference shares to a pvt. ltd. company whose director is also a director in our company.
now we are going to convert these 4% preference shares into 0% preference shares for which we passed a baord resolution in the board meeting in which the said director was present and dissented to the resolution.
My question is that whether he will be considered as a interested director and whether his presence shall be counted for the purpose of quorum as he is also a director in the shareholding company.
19 October 2010
Interested director means any director, who is in any way concerned or interested in a contract or arrangement or in a proposed contract or arrangement, entered into or to be entered into by the company.
Kindly see the exceptions provided under Section 300(2)(d)(ii)