removal of independent director

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can independent director be removed by board of directors ?
Replies (5)

Yes as per Sec 169 an independent director can be removed by BOD

as sec not distinct between ordinary director and independent director

No. Only members can remove Independent Director

Section 169 of the  Act provides that a company may, by ordinary resolution, remove a director, not being a director appointed by the Tribunal under section 242, before the expiry of the period of his office after giving him a reasonable opportunity of being heard;

Please check notification dated 21st February, 2018 Companies Removal of difficulties ordee, 2018

Originally posted by : Vidhya Sadhasivam
No. Only members can remove Independent Director

Section 169 of the  Act provides that a company may, by ordinary resolution, remove a director, not being a director appointed by the Tribunal under section 242, before the expiry of the period of his office after giving him a reasonable opportunity of being heard;

Please check notification dated 21st February, 2018 Companies Removal of difficulties ordee, 2018

Agree with the views of Learned Member. However, please also take note of Section 167 wherein Directors can take note of the Vacation of office if any one of the conditions mentioned therein have been met. Section 167 applies to Independent as well as regular director.

thanks to all for reverting

Section 169 says that he may be removed by ordinary resolution so board can propose the same and forward to members and members can remove the director 

hence board can only recommend to the members and members has to decide the same 

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