Addition/removal of Directors

Addition/removal of Directors

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Addition/removal of Directors

Addition of director 

A director can be added in a company only in a general meeting with the approval of the shareholders. Hence a change in the directorship of a company is possible by adding a director in an annual general meeting or call an extraordinary general meeting. But sometimes it is not feasible to wait for an AGM neither is it possible to call an extraordinary general meeting. In these circumstances, a company can add an additional director in a board meeting and later on it can regularize such director in the upcoming AGM.

Removal of Director by shareholder 

A company can remove its director before the expiry of the period offer by passing a shareholders resolution. The company must send the notice to all the members. Also, the company has to intimate the director about the removal.  Such a director will have an opportunity of being heard. He may send his statement to the company and company may circulate it to the members. If the time period is short then such statement may be read in the general meeting. If members deem fit, they may remove the director by passing an ordinary resolution.  The company must file the form for removal of a director with MCA within 30 days from the removal.  

Removal of director 

A director can voluntarily resign from the company or a company can remove the director with a reasonable cause. But in either of the cases, the total number of directors must not be less than 2. If the company receives the letter of resignation then the company shall take a record of it by passing a board resolution. The director is deemed to have resigned from the date on which the company receives the notice from the director or the date specified if any by the director in the notice, whichever is later. The company has to file a form with MCA within 30 days of the resignation.  

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