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Appointment of Director

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Appointment of Director

Postby cspriyankadugar » Wed Jun 02, 2010 2:14 pm

Sir/ Madam ,

I have a query as regards appointment of a Director in a private company, where there were previously 2 directors and now due to the death of 1 director, the total no. of directors in the Company falls below the minimum requirement. So we need to appointment more directors.

Further as per my thinking the above case is a case of appointment of a director in casual vacancy arising due to the death of 1 director, and the smae can be filled up by the Board in a board Meeting.

So can i call a meeting with one Director ?? will it be valid???

Awaiting your response.

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Re: Appointment of Director

Postby dipcacs » Wed Jun 02, 2010 2:29 pm


If you have model clause 76 in Your AOA, proceed accordingly.

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Re: Appointment of Director

Postby srinivasaraghavan » Wed Jun 02, 2010 2:31 pm

Where there were previously two directors in a pvt co and now due to the death of one of them, the total no. of directors in the Company falls below the minimum requirement, appointment of a director in casual vacancy arising due to the death of the director can be done by calling a meeting with one Director. The business will have to have a single agenda alone of filling up the casual vacancy.
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Re: Appointment of Director

Postby ajaygkp » Thu Jun 03, 2010 1:15 pm

Dear Friend,

As per your queries, appointment of director where director of the company is less than the quorum fixed by article for the meeting of the Board. In your case the, the quorum is not, because of the death of one director out of the two director.

In such case you must follow the provision of your company articles read with clause 75 of the Schedule I- Table A of the Companies Act, 1956.

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Re: Appointment of Director

Postby naresh garg » Sat Feb 05, 2011 5:49 pm

Dear All,

I agree that the only one director remaining can call a Board meeting for appointment of another director, subject to articles.

But, my question is that can the new appointment be done after a period of say 3 months from the date of death. And if so, can the business done by the company during interval is valid.

Naresh garg
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