appointment of director

The section is meant to protect the interest of minority shareholders.
Under this section an article can provide the appointment of not less than 2/3rd of Directors (no upper limit) by way of shareholders voting.
Voting can be single or cumulative. Single means one vote for one shareholder per post, irrespective of number of shares.
Cumulative means number of vote equal to shareholding. Eg one member holds 100 shares and 3 directors to be appointed. Under cumulative method he will have 100*3=300 votes which he can use for one post or divide among 3 as he wish.

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