Sec 260 and sec 257
This query is : Resolved
RAMESH VENKATESAN
(Querist)
08 August 2013
Dear Experts,
I need clarification regarding Section 260 (Additional Director) and Sec 257 of the Companies Act 1956.
Ms. Anbarasi and Ms. Valli are the Directors of the Private Limited Company.
on 07/05/2011 Mr. Ramesh Appointed as Additional Director(as per sec 260) of the company on the same day Ms. Valli was resigned from the directorship.
At this situation one Director (Ms. Anbarasi and one Additional Director (Mr.Ramesh)are the Directors.
For Private Limited Company Minimum No of Members Should be at least 2.
As per sec 260 additional directors shall hold office only to the date of the next annual general meeting of the company.
The AGM was held on 30.09.2011, on the date of AGM Mr. Ramesh Additional Director automatically vacated his office.
My Question:
If Mr, Ramesh want to continue Directorship procedure to appointment of Directors Should be follow? (such as issue of 14 days notice and Deposit of Rs. 500,ect....as per sec 257)
Kindly advise me how to appoin Mr. Ramesh as director in AGM
I need clarification regarding Section 260 (Additional Director) and Sec 257 of the Companies Act 1956.
Ms. Anbarasi and Ms. Valli are the Directors of the Private Limited Company.
on 07/05/2011 Mr. Ramesh Appointed as Additional Director(as per sec 260) of the company on the same day Ms. Valli was resigned from the directorship.
At this situation one Director (Ms. Anbarasi and one Additional Director (Mr.Ramesh)are the Directors.
For Private Limited Company Minimum No of Members Should be at least 2.
As per sec 260 additional directors shall hold office only to the date of the next annual general meeting of the company.
The AGM was held on 30.09.2011, on the date of AGM Mr. Ramesh Additional Director automatically vacated his office.
My Question:
If Mr, Ramesh want to continue Directorship procedure to appointment of Directors Should be follow? (such as issue of 14 days notice and Deposit of Rs. 500,ect....as per sec 257)
Kindly advise me how to appoin Mr. Ramesh as director in AGM
Ajay Mishra
(Expert)
15 August 2013
Hi
Good question.
It is a normal practice that if additional director is goint to autometically vacant office of director ship, then the company can take two option to continue him as director in Board. Either you regularise him before the end of AGM through General Meeting or take the benefit of section 257 and appoint him as director in AGM and he will continue as director from the date of AGM and he will autometiccaly change their position from auditional director to director .
You can opt the second option and regularise Mr. Ramesh in AGM in AGM and File Form-32 for change in designation of director.
Good question.
It is a normal practice that if additional director is goint to autometically vacant office of director ship, then the company can take two option to continue him as director in Board. Either you regularise him before the end of AGM through General Meeting or take the benefit of section 257 and appoint him as director in AGM and he will continue as director from the date of AGM and he will autometiccaly change their position from auditional director to director .
You can opt the second option and regularise Mr. Ramesh in AGM in AGM and File Form-32 for change in designation of director.
Ajay Mishra
(Expert)
15 August 2013
Procedure for Regularisation of Additional Directors.
1. Call a Board Meeting for proposal of regularization of director
2. Hold a Board Meeting and call general meeting.
3. Hold a General Meeting for passing of resolution under section 257 to regularize the additional director.
4. File Form-32, with ROC, of change in position of director attach certified copy of shareholders meeting.
5. Take entry in Minutes.
Procedure for Regularisation of Additional Directors.
1. Call a Board Meeting for proposal of regularization of director
2. Hold a Board Meeting and call general meeting.
3. Hold a General Meeting for passing of resolution under section 257 to regularize the additional director.
4. File Form-32, with ROC, of change in position of director attach certified copy of shareholders meeting.
5. Take entry in Minutes.
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