DIRECTORS CA FINAL

Hi Mayur,

Its good to see that I am the first to wrire in "THIS DISCUSSION FORUM"

I would like to SHARE one interesting fact ...

Only Individuals can be director of 'co. incorporated in INDIA' whereas in respect of foreign co.s body corporates can also be a director. If such foreign co. has its place of business in india, it has to provide specified doc.s to ROC, New Delhi and ROC of respective region. If body corporate is a director of such foreign co. then details changes accordingly like charter, memorandum or other like document of co. ; CIN / other like identity no. of co. etc. etc.

(Ref. - Chp. 11 in Co. law book - Incorporation of Foreign Companies)

body corporates cannot be appointed as a director in the domestic company but they can be termed as a shadow/deemed director when they hold the position of a director in the company

Hi Rahul,

I didn't get it .... when it is prohibited under Co. Act, then how can body corporate be a director of co.?

If it is possible, then tell me more abt. shadow / deemed director

Explanation to section 303(1) says that any person in accordance with whose directions or instructions, the Board of directors of a company is accustomed to act shall be deemed to be a director of the company.

As per Law, only individuals can be appointed as a director. But if the BOD of the company acts on the directions or instructions of some other person including body corporate, then such body corporate shall be deemed to be director of the company.

Guys,

One very important line is mentioned in Sec. 253 that .. concerns on whose instructions the BoD is accustomed to act (may be body corporate / firm etc.) CANNOT BE APPOINTED AS DIRECTOR BUT THEY DEEMED AS A DIRECTOR.

With ref. to conversation with Mr. Ankur Garg - We can say that such concerns may be deemed as a director but it cannot be considered as against Sec. 253