Indefinite leave of absence - Director

Granting Leave of absence for an indefinite period, though not specified to be incorrect anywhere, but seems to be wrong.

You may time to time grant leave of absence to the director say, firstly for 6 months or 1 year, then extend the same.

You also have the option to conduct Board Meetings through tele-conferencing or video-conferencing.

Dear Prabhakar and Mitali.

First of all Board Meeting is not allow under Company Act 1956 by video conferance or teleconfernce .

and if director is going to abroad more than 3 month than pls appoint alternate director as per section 313 (1).

as per section 313 :

313. Appointment and term of office of alternate directors

(1) The Board of directors of a company may, if so authorised by its articles or by a resolution passed by the company in general meeting, appoint an alternate director to act for a director (hereinafter in this section called "the original director") during his absence for a period of not less than three months from the State in which meetings of the Board are ordinarily held.

(2) An alternate director appointed under sub-section (1) shall not bold office as such for a period longer than that permissible to the original director in whose place he has been appointed and shall vacate office if and when the original director returns to the State in which meetings of the Board are ordinarily held.]

(3) If the term of office of the original director is determined before he so returns to the State aforesaid, any provision for the automatic re-appointment of retiring directors in default of another appointment shall apply to the original, and not to the alternate, director.

Regards.

There is no problem in granting leave of absence for indefinite period. It is the discretion of director he want to attend or not the BM. If he is asking for leave of absence it is good per se.

Originally posted by : Yogesh Bhatt
	Dear Prabhakar and Mitali. First of all Board Meeting is not allow under Company Act 1956 by video conferance or teleconfernce . and if director is going to abroad more than 3 month than pls appoint alternate director as per section 313 (1). as per section 313 : 313. Appointment and term of office of alternate directors (1) The Board of directors of a company may, if so authorised by its articles or by a resolution passed by the company in general meeting, appoint an alternate director to act for a director (hereinafter in this section called "the original director") during his absence for a period of not less than three months from the State in which meetings of the Board are ordinarily held. (2) An alternate director appointed under sub-section (1) shall not bold office as such for a period longer than that permissible to the original director in whose place he has been appointed and shall vacate office if and when the original director returns to the State in which meetings of the Board are ordinarily held.] (3) If the term of office of the original director is determined before he so returns to the State aforesaid, any provision for the automatic re-appointment of retiring directors in default of another appointment shall apply to the original, and not to the alternate, director. Regards.

 best answer

@ Vivek

My Dear Friend, Leave of absence cant be granted for the Indefinite period, Leave of absence are granted at the Maximum for the 1 Board Meeting only.

The Director has to each and every time when the Board meeting has been held, Has to apply for the Leave of absence.

I dont find any problem!!!

Where director demads leave of absence from the Board and the Board in its meeting grants such requisite leave...it can not be restricted to one or two Board Meeting.

Thanks and regards

Deepak Maharishi

My Dear friend, There is something like Law in our country..

Director cannot grant the Indefinite period of Leave, If the Legislator has not problem for such case, It doesn’t have provided the Option of Section 313, Alternate Director..

Legislator has given the Option, Just because they also understand that Director has to go abroad or they might met with the Accident or for any other reason, they want the Indefinite period of Leave,

At that time Alternate Director option would be of the great help, As the Original person can still be the Director of the Company..

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Ankur Shah (Practicing Company Secretary)

Ahmedabad, Gujarat - 380015

Mobile: +91-90330 03922, 94276 33901

E-Mail: ankur @ csankur.com

Website: www.csankur.com

Blog: www.csankur.blogspot.com

Rightly said Ankur.

But still is there any obligation on the part of the non attending director to appoint an Alternate Director on his place in terms of Section 313??

I think answer would be in negative.
 

Non attending director is liable to removal from the Directorship as per the Section 283(1)(g),

So, If the director wants to continue to be remain as the Director, than he must have to appoint the Alternate Director..

Its his wish, whether to appoint or not..

Our duty is that If it as per Law, then Its OK, Otherwise remove it from the Directorship,

So, We dont come under the purview of the "Officer In Default".

Why, the hell, We be liable under any law for the Director's guilty????

I think, Now you should agree...

If Directors make default,  they will form another Company and start

and If we make default, Institute will suspend or remove ourself

Originally posted by : Ankur Shah (PCS)
	Non attending director is liable to removal from the Directorship as per the Section 283(1)(g), So, If the director wants to continue to be remain as the Director, than he must have to appoint the Alternate Director.. Its his wish, whether to appoint or not.. Our duty is that If it as per Law, then Its OK, Otherwise remove it from the Directorship, So, We dont come under the purview of the "Officer In Default".   Why, the hell, We be liable under any law for the Director's guilty????   I think, Now you should agree... If Directors make default,  they will form another Company and start and If we make default, Institute will suspend or remove ourself

Agreed Ankur.

But the question here is can a director obtain leave of absense again and again.

As per section 283(1)(g) of the Act, he is liable to be terminated BUT if he absents himself from three consecutive meetings of the Board or for all meetings for continuous period of 3 months whichever is earlier without obtaining leave of absence.

I am saying that if he duly obtains leave of absense then he will continue to be a director regarless of the time period.

Thanks and regards

Deepak Maharishi

Definetely there is provision for alternate director but if one don't want to appoint his alternate and he is seeking leave from all the board meeting, i don't think that he will be liabl to removal in any case.

I am not saying that He Must be removed,

But If the Person constantly absents himself without intimation to the Company then He is liable for the removal..

I would not like to argue over this topic or validity of my Statement…

But, You will come to know, Whether It is right to demand the Indefinite Period of Leave of absence, when the ROC Person sends the Show Cause Notice on the same…

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Ankur Shah (Practicing Company Secretary)

Ahmedabad, Gujarat - 380015

Mobile: +91-90330 03922, 94276 33901

E-Mail: ankur @ csankur.com

Website: www.csankur.com

Blog: www.csankur.blogspot.com

Dear Mr. Deepak,

Its not whichever is earlier. Its whichever is longer

and thanks Mr. Ankur for your valuable suggestions.

regards,

Pankaj Khandelwal

Company Secretary

(Looking for change in Delhi/NCR)

9022145869