Minor as a Director of pvt co

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Kamlesh Shyamlal Khanwani (Querist)
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23 November 2010 Dear All,

Kindly let me know whether a minor can become a director of a private limited company which is not a subsidiary of public company and if yes, why?????

Thanks n Regards

CMA. CS. Sanjay Gupta

CMA. CS. Sanjay Gupta (Expert)
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23 November 2010 https://www.lawyersclubindia.com/forum/Re-Re-Can-a-minor-be-a-Director-5863.asp?1=1&offset=1

See above link for detailed discussion.

Ajay Mishra

Ajay Mishra (Expert)
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24 November 2010 Hi

Please go to the following link:

https://www.caclubindia.com/forum/age-limit-for-directors-pvt-ltd-107314.asp

CA Ghanshyam Joshi

CA Ghanshyam Joshi (Expert)
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25 November 2010 IV. F.No.2/5/2001-CL.V - G.S.R. 829 (E).- 21st October, 2003
In exercise of the powers conferred by clause (a) of sub-section (1) of section 620 of the
Companies Act, 1956 (1 of 1956), the Central Government hereby directs that clause (g)
of sub-section (1) of section 274 of the said Act shall not apply to a Government company,
a copy of this notification having been laid in draft before both Houses of Parliament as
required by sub-section (2) of section 620 of the said Act.
♦ Can a Minor be appointed as a Director? In case of a minor there is no provision in
the Act expressly disqualifying him. However, since a minor is not competent to
contract. He cannot file with the Company or with the Registrar any valid consent to
act as Director, as required under Section 264. But, as Section 264 applies only to
public companies and private companies, which are their subsidiaries, there is nothing
to prevent a minor becoming a Director of independent private companies. [Ramaiya,
1988 E., p.829]

Jayashree S Iyer

Jayashree S Iyer (Expert)
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08 December 2010 Contract appointing minor as director in itself is void, in the same way as the minor cannot file his consent under Section 264.

Minor cannot be made liable for any acts of ommission or commission.

Hence a minor cannot be appointed a director even in the case of a private company.

sivadas chettoor

sivadas chettoor (Expert)
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12 January 2011 A minor cannot become a member directly in a company and the name of his guardian can alone appear in the register of members. Section 41 says that a member should agree in writing and since the minor is incapacitated in law to eneter into contarcts that requirement cannot be complied with.Please note that one need not be a member to become a director.

Be that as it may, there is no direct prohibition of a minor becoming a director. But in the case of a public company he will have to file consent to act as director under section 264 and this is not possible due to his incapacity. But section 264 is not applicable to private companies and therefore there is a view that a minor can be a director. But as rightly pointed out by the celebrated author Ramayya his post will only be ORNAMENTAL as he cannot do many things which a director is capable of doing. Probably he can vote.

siva208@yahoo.com

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