Pvt Ltd Company removal of director

murphy (CA) (30 Points)

04 June 2008  

We have a Pvt Ltd company with 3 directors. 1 director is holding 50 % shares and other 2 hold 25 % each. One of the directors holding 25 % shares is creating trouble in business. Is it possbile to -

1) Remove this director by simple majority or a special resolution?

2) Can his share holding be diluted by issuing additional shares to one of the remaining 2 directors? If yes what is the procedure and does this require a simple majority or special resolution?