Resolution For Appointment Of Executive Director In New York
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FAQ
“RESOLVED THAT pursuant to the provisions of section 161(4) of the Companies Act, 2013, read with Articles of Association of the Company, Mr. _______ be and is hereby appointed as Director of the Company in order to fill the casual vacancy caused by the death/removal/resignation of Mr. _______, Director of the Company.
Passing ordinary resolutions within a company is governed by the Companies Act, of 2013. Section 114 of the Act specifies the matters requiring ordinary resolutions and include the appointment of directors, approval of financial statements, declaration of dividends, and so on.
A Directors' Resolution to Appoint Director(s) and/or Acknowledge Resignation of Director(s) is a resolution passed by the directors of a company to appoint a new director, typically to fill a casual vacancy on the board after a resignation. Once appointed, the board will send a Director's Appointment Letter.
“RESOLVED THAT pursuant to the provisions of section 161(4) of the Companies Act, 2013, read with Articles of Association of the Company, Mr. _______ be and is hereby appointed as Director of the Company in order to fill the casual vacancy caused by the death/removal/resignation of Mr. _______, Director of the Company.
This is usually done by passing an ordinary resolution in favour of the appointment (ie a majority of the shareholders agree to the appointment). Make sure to check the articles to see whether they impose any different requirements (eg requiring at least 75% of shareholders to agree to the appointment).
Candidates must be over 18, not disqualified under the Companies Act, and receive consensual agreement for the appointment. What documents are required for appointing a director? Essential documents include PAN Card, proof of identity and residence, a recent photograph, and a Digital Signature Certificate (DSC).
For an ordinary resolution to be passed at the meeting to appoint a director, or directors, such resolution must be supported by more than 50% of the shareholders who are eligible to vote.
Therefore, the appointment of a managing director or whole-time director or manager and the terms and conditions of such appointment and remuneration payable thereon must be first approved by the Board of directors at a meeting and then by an ordinary resolution passed at a general meeting of the company.
The company must pass a resolution for appointing a new director. The company should file the resolution for the appointment of the director in Form MGT-14 with the Registrar of Companies (ROC) within 30 days of passing the resolution.
