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Appointment of director in agm/egm


prakash (Company Secretary)     18 September 2014

prakash
Company Secretary 
 98 likes  1352 points

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Dear All,

Can a person be appointed as director directly in AGM/EGM without being appointed as additional director by board  in the company?
 

avater

P C Agrawal (Retired as VP (Corporate) & Co. Secretary of Aurangabad Electricals Ltd in 2019)     18 September 2014

P C Agrawal
Retired as VP (Corporate) & Co. Secretary of Aurangabad Electricals Ltd in 2019 
 823 likes  8076 points

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Definitely yes.  On the  contrary, as  a general rule right to appoint directors  lies  with  members only.  [Sec.152(2)].  It is  only as an exception that limited right  has been given  to Board to appoint directors in a few cases (i.e. additional director  and to  fill casual  vacancy) subject to certain conditions.  The  need of filing DIR.12 twice can  be avoided if the director is appointed in AGM/EGM directly.

 

 

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CSRenuBang (CS)     29 September 2014

CSRenuBang
CS 
 48 points

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Sir, what are the compliances required in case of Appointment of Director in AGM, who is daughter of existing Director in the Company.

 

avater

Chetan Patankar (Company Secretary)     29 September 2014

Chetan Patankar
Company Secretary 
 6 likes  269 points

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If the person to be appointed at AGM as a Director who is other than retiring director the sec. 160 is to be complied with.

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CSRenuBang (CS)     02 October 2014

CSRenuBang
CS 
 48 points

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ok thanks.. can a father director vote for  appointment of a daughter as a director?

 

avater

hrishikesh (Company Secretary)     11 October 2014

hrishikesh
Company Secretary 
 54 points

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Originally posted by : CSRenuBang
ok thanks.. can a father director vote for  appointment of a daughter as a director?

 

No, he being interested in the resoluion, cant.

avater

Chetan Patankar (Company Secretary)     11 October 2014

Chetan Patankar
Company Secretary 
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even if the father is a member & Director he can vote. second proviso to s. 188 talks only about special resolutions. No problem at all.

trupti (CS)     15 June 2015

trupti
CS 
 21 points

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i have one question

our companies MD as reappointed but time han been lapsed 1 year. /and our copmanies not necessary as MD.

so we want us to change in designation MD to diretor.

what is process?

Mrs.n (CS, LL.B )     31 August 2019

Mrs.n
CS LL.B  
 10 likes  407 points

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Originally posted by : P C Agrawal
Definitely yes.  On the  contrary, as  a general rule right to appoint directors  lies  with  members only.  [Sec.152(2)].  It is  only as an exception that limited right  has been given  to Board to appoint directors in a few cases (i.e. additional director  and to  fill casual  vacancy) subject to certain conditions.  The  need of filing DIR.12 twice can  be avoided if the director is appointed in AGM/EGM directly.

 Thank you so very much Agrawal sir , 
 

 


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