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additional director vs director

sohan k (4 Points)

04 July 2019

A company wants to appoint MR. X as additional director, so is it mandatory for Mr. X to be or had been a director in other company? Can't a competent person not disqualified under 164 and was never a director earlier be an additional director?

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5 Replies

CA Mayur Todmal (Practicing CA) (7645 Points)
Replied 04 July 2019

1.NO

2.Yes

KARTHIK DAMLE (ARTICLED ASSISTANT) (87 Points)
Replied 04 July 2019

1. need not be 2. yes

sohan k (4 Points)
Replied 04 July 2019

Thanks sir, yet my main question lies in sec 161(1) which inter alia requires an additional director as not the one who "fails to get appointed as a director in a general meeting", so what can one interpret out of such quoted line?

CA Mayur Todmal (Practicing CA) (7645 Points)
Replied 05 July 2019

If some one fails to get appointed as director in GM he can not be appointed as additional director.

say, you filed your nomination for the post of director in GM and shareholder not approved the same means you failed to get appointed as director in Gm. in this case you can not be appointed as additional director by board

KISHAN JAISWAL (PRACTICE) (23 Points)
Replied 06 July 2019

If some one fails to get appointed as director in GM he can not be appointed as additional director.

Say, you filed your nomination for the post of director in GM and shareholder not approved the same means you failed to get appointed as director in Gm for that Company Only. In this case you can not be appointed as additional director by board in that Company. In Other Company there are no any restriction.

It means in any Company Shareholder reject you to appoint as Director, then from Back door Board can not appoint you.

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