Appointed Director Without Consent In Kings
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FAQ
In many companies, the power to remove a director from office is granted to the board of directors or to most of the shareholders under the company's articles of association. For these companies, removing a director will require the board or most of the shareholders to serve written notice on the director in question.
Shareholder Vote - In many jurisdictions, directors can be removed by a majority vote of the shareholders. If the company's bylaws allow, shareholders can call a meeting and vote to remove the director, even if they do not consent.
However, if a person has been convicted of any offence and has served a period of seven years or more, he shall not be eligible to be appointed as a director in any company. If an order has been passed disqualifying him from being appointed as a director by a court or Tribunal.
How is a director removed in a proprietary company? A proprietary company may by resolution of the members remove a director from office and may by resolution appoint another person as a director instead (s 203C, Corporations Act). This is a replaceable rule and a propriety limited company may have other requirements.
As per the 2013 Act, the removal of a director can only take place during a general meeting through the approval of an ordinary resolution. Notably, this condition is applicable unless the director in question was appointed either through proportional representation or under section 163.
Section 168 provides that a company can remove a Director by passing an ordinary resolution at a meeting. Special notice is however required. On receipt of notice of an intended resolution to remove a Director, the company must send a copy of the notice to the Director concerned.
A director can also operate independently from the members, which is often the case with larger types of companies. Where the director is not also a member, the director's role is to manage or control the affairs of the company without having any ownership of the company.
A director may be removed by: An ordinary resolution adopted at a shareholders' meeting by the persons entitled to exercise voting rights in the election of that director.
I, the undersigned, give my consent to act as an Independent Director of M/s_____________________ (Company Name) pursuant to section 149, 164, 197, 198 of the Companies Act, 2013 and the rules made thereunder, hereby certify that I am not disqualified to act as an Independent Director of the company and hereby give my ...
