retirement of director

As per the provisions of section 152(6), first of all check if there is any special provisions under articles of association for the retirement of Directors by rotation.

As per general rule of interpretation, out of 2/3rd number of the Directors who are eligible to be retire by rotation, one third of the Directors shall retire by rotation and those directors who retire by rotation are those who have been longest since their appointment.

suppose there are 12 directors in the Company out of which 2/3  i.e. 8 are eligible to be appointed by rotation and out of 8 , 3 director shall retire every year and out of 3, the one who has been appointed for longer in the Company.