2. DIRECTOR
A DIRECTOR IS A PERSON WHO IS
RESPONSIBLE FOR DIRECTING
OR CONTROLLING THE POLICY
OR MANAGEMENT OF A COMPANY.
3. BOARD OF DIRECTORS
The ‘BOARD’ is the apex governing
body of a company. A company board
is its ‘brain’, all the companies actions
are planned by its Board.
4. Qualification of Directors
A director must acquire the
qualification shares.
A director must give written consent.
Only individuals can be directors.
5. Number of Directors
A public company shall have at least
three directors.
Every other company shall have at
least two directors.
6. Appointment of Directors
By the Signatories of Memorandum of
association
By the Shareholders in the General
Meeting
Appointment by Board of Directors
Appointment by Proportional
Representation
Appointment by Third Parties
Appointment by Central Government
7. Legal Position of Directors
Directors as a Trustee
Directors as Agents of Company
Directors as a Managing Partner of
the Company
Directors as an Officer of the
Company
Directors as an Employee of the
Company
8. Vacation of Office by
Directors
On not Taking Qualification Shares
On being Adjudged of Unsound Mind
On being Adjudged as Insolvent
On being Imprisoned
On Removal from Office
On becoming Disqualified
9. Powers of Directors or Board of
Directors
General Powers
Inspect the books of account of the
company
Issue notices of the company’s meetings
Receive his remuneration
Attend the meetings of the company’s
Board of Directors
Specific Powers
Issue debentures
Invest the funds of the company
Make loans on behalf of the company
10. Duties of Directors
Inspecting the Prospectus
Signing the Prospectus
Presenting the Annual Statement
Holding the Statutory Meeting and
Forwarding the Statutory Report
Convening of General Meeting
Declaring and Paying Dividend
Presenting the Annual Accounts
Sending Copies to Registrar
11. Liabilities of Directors
Liability Towards Company
Liability of Ultra- Vires Acts
Liability for Negligence
Liability for Fraud
Liability Towards Outsiders
Liability for Ultra- Vires Acts
Liability as Agents
Liability in Relation to Allotment
