Appointment of Director in a Private Comapny

Directors of private limited company can be appointed by Board of Directors of Company. No approval of shareholders is required. The Company has to file e form 32 with the ROC witihin a period of 30 days from the date of appointment.

As per Article 72 of Table A which is reproduced below we can appoint them as an additional director in board minute (Meeting of Director) and confirm their appointment in next Annual General Meeting (Meeting of Shareholders)

72 BOARD OF DIRECTORS

(1) The Board shall have power at any time, and from time to time, to appoint a person as an additional director, provided the number of the directors and additional directors together shall not at any time exceed the maximum strength fixed for the Board by the articles.

(2) Such person shall hold office only up to the date of the next annual general meeting of the company but shall be eligible for appointment by the company as a director at that meeting subject to the provisions of the Act.

The board discussed for appointment of Mr Zhandu Singh as additional directors of the company and passed following resolutions unanimously.

“Resolved that Mr Zhandu Singh be and is hereby appointed a director of the company.”

The Chairman placed before the meeting a nomination letter dated ________given by any shareholder  for nominating Mr. _____as Directors of the Company.

           The Board, after discussion, passed the following resolutions:-

     "RESOLVED THAT pursuant to Article mention required article no of your co of the Articles of Association, Mr.__________ be and is hereby appointed as additional Director/Director in casual vacancy of the Company to hold office till the next Annual General Meeting.”

             The Chairman welcomed Mr.__________ on  the Board.

Hi 

Resolution for apointment of WTD attached. Resolution for appointment of Director is a standard resolution. There is no seperate resolution for appointment of Independent director.

Regards

Malav 

 Director can be appointed in the board meeting also.

So, it is not compulsory to hold the EGM.

Just, Conduct the board meeting & pass the resolution for appointment.

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Ankur Shah (Practicing Company Secretary)

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Hi,

Please find attach herewith a file containing some useful resolutions for your record and reference.

Regards

It wa really of great help to understant the things minutely

what is the procedure for appointing director in Private Limited company in following situation:

** Old director is realisng some shares for new director.

Please specify the full details of especialy transfer of shares...

what is the procedure for appointing director in Private Limited company in following situation:

** Old director is realisng some shares for new director.

Please specify the full details of especialy transfer of shares...