sec. 257

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rahul nagori (Querist)

06 May 2010 if company wants to appoint only one director , in AGM & for that they recieve application from four person to bcome a director , on the board of directors already they have 11 directors & they dont want to amend articles also , what should be the procedure for their appiontment ?
plz reply as soon .

Ankur Garg

Ankur Garg (Expert)

06 May 2010 Section 257 is applicable to a public company only.

If you got nomination of 4 persons under section 257 than you have to follow the provisions of section 257 in totality regarding publication in newspaper etc.

However appointment of 1 director or all 4 directors is in the hands of shareholders in the general meeting.

Regards

rahul nagori

rahul nagori (Querist)

07 May 2010 ok , but in case if out of four directors 3 of them was nominated by three different shareholders & one of thaem was nomitated by a director itelf ... than their could be conflict between them regarding procedure u/s 257 how to deal with that ?

Ankur Garg

Ankur Garg (Expert)

07 May 2010 There would be no conflict brother. Forget the nomination for a few moment. At the general meeting there must be voting for each director separately (section 263). If candidate got the desired vote from shareholders then you have to appoint him as director on your board.

Now your corporate problem---if each shareholder only vote his nominee and reject other 3 nominees than all 4 nominees got rejected due to lack of vote.
So everything is dependent on the voting at the general meeting.

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