Regularising of Additional Directors
This query is : Resolved
Shikha Anand
(Querist)
07 September 2010
Hi fellow professionals
I have this very urgent query. Mine is a pvt. company with 100% foreign shareholding. We appointed a director in last nov as Additional director and now as per sec 260 his term wil expire at the commencement of ensuing AGM. I have to re-appoint him as regular director of the company. COuld you please provide me with detailed procedure for the same. ?? as per my knowledge this sholud come as Special Business in the notice of AGM. correct me if I am wrong. Also wil anybody needs to propose him to be appointd as director in the BM? In al I am simple confused with the procedure of this. Please help!!
I have this very urgent query. Mine is a pvt. company with 100% foreign shareholding. We appointed a director in last nov as Additional director and now as per sec 260 his term wil expire at the commencement of ensuing AGM. I have to re-appoint him as regular director of the company. COuld you please provide me with detailed procedure for the same. ?? as per my knowledge this sholud come as Special Business in the notice of AGM. correct me if I am wrong. Also wil anybody needs to propose him to be appointd as director in the BM? In al I am simple confused with the procedure of this. Please help!!
Ankur Garg
(Expert)
07 September 2010
No need to confuse at all.
Yes it is a special business to be passed by shareholders.
Simply pass an ordinary resolution in AGM and file form 32 with in 30 days of AGM.
Revert if there is any doubt.
Rgds
Yes it is a special business to be passed by shareholders.
Simply pass an ordinary resolution in AGM and file form 32 with in 30 days of AGM.
Revert if there is any doubt.
Rgds
Shikha Anand
(Querist)
07 September 2010
thnks Ankur, bt Will Section 257 apply to his appoinment? I feel No, since mine is a pvt. company btagain, m nt sure. Could you help?
Aditya Maheshwari
(Expert)
07 September 2010
It would be simply special business but ordinary resolution.
Also 257(2) states that Sub-section (1) shall not apply to a private company, unless it is a subsidiary of a public company.
Also 257(2) states that Sub-section (1) shall not apply to a private company, unless it is a subsidiary of a public company.
Ankur Garg
(Expert)
07 September 2010
Section 257 is not applicable to a private company. But still you have to follow regularisation process.
Find below GM regularisation resolution. Modify the same accordingly:
“RESOLVED THAT Mr. Anup Mishra, who was appointed as an Additional Director with effect from December 29, 2001 on the Board of the Company in terms of Section 260 of the Companies Act, 1956 and Article 13 of Article of Association of the Company and who holds office up to the date of this Annual General Meeting, be and is hereby appointed as a Director of the company.”
Regards
Find below GM regularisation resolution. Modify the same accordingly:
“RESOLVED THAT Mr. Anup Mishra, who was appointed as an Additional Director with effect from December 29, 2001 on the Board of the Company in terms of Section 260 of the Companies Act, 1956 and Article 13 of Article of Association of the Company and who holds office up to the date of this Annual General Meeting, be and is hereby appointed as a Director of the company.”
Regards
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