Corporate Laws

DIRECTOR : Meaning, Position, Appointment of directors

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In this article we will discuss about DIRECTOR : Meaning, Position, Appointment of directors. we will study the meaning of director, position of directors and appointment of directors. 

Company  A Company is an artificial person existing in the eyes of law. It does not have its physical body and cannot act by itself. It acts through human agents that is known as “ Directors”  of a company.

DIRECTOR : Meaning, Position, Appointment of directors

Meaning of Directors :

According to the Supreme Court of India “ A person who guides policy and superintends  the working of a company is a director”.

A director is a person in a company who lead, supervise company to meet their day to day operations  and director is a person who appointed as a board of director,Overseeing their specific department such as Finance, Marketing or Manufacturing.

 

You may also read: Concept of Internal Audit : Meaning, Benefits, Advantages and Disadvantages.

 

A company director is one of the employees within a group of managers who maintains an organization and usually has the higher role within an organization.

Number of Directors :

  • Private company : Minimum – 2, Maximum – 15
  • Public company :  Minimum – 3, Maximum – 15

Position of Directors in a company :

  1. Director as Agent.

  2. Director as Trustees.

  3. Director as Managing Partner.

  4. Director as Officers.

  5. Director as Employees.

  6. Director as organ of the  company.

⇒ As Agent  –   A company  is an artificial person  and it cannot act by itself. It act through employees, directors ,etc. Therefore, these directors as as agent of the company.

⇒ As Trustees The directors are not only agents but also also in the company trustees. they have trust and property, funds are in their hands.

⇒ Managing Partners The directors are also known as managing patners of company  and they helps company to manage their day to day activities.

⇒ An Officer A directors is an officers of the company and he shall be liable and punishable for any defalt in organisation.

⇒ As Employees The directors ordinary are not employee of the company. But if a directors holds salary and working hours are same as employees, they are also called company employees and treated as employees of company.

⇒ As Organ of the Company morden directors are more than agent and trustees of the company.They run working of the company to meet their organisational goal.

 

Methods of appointment of Directors :

  1. Appointment of first directorThe directors shall be appointed as per the method or the person whose name appear in the articles of the company. If there is no provision in the articles for directors appointment the subscribers to memorandum, individual shall be deemed as first director.
  2. Appointment by Company/ Members :                                                                                                            * Appointment in first general meeting :-  The company members enttitled to appoint directors at very first meeting of the company held after incorporation of the company.                       * Annual meeting / subsequent general meeting :-  The members of the company are enttitled to appoint  in annual or subsequent general meeting.

 Provisions – 

(1).  Appointment in first general meeting.

(2). Appointment subjects to retirement by rotation.

(3). Retirement and reappointment at first general meeting and subsequent general meeting.

(4). Fresh candidate of directorship.

 

3. Appointment by Board of Directors :                                                                                                                      * Additional Director – Additional directors are appointed if company needs some additional                                                         directors                                                                                                                            * Alternate Director –Alternate directors are appointed  by board during the absence of                                                               director not less then 3 months.                                                                                    * Directors for filling casual vacancy – Such directors are appointed by Board for filling                                                                                             casual vacancy .

 

So we have discussed  DIRECTOR : Meaning, Position, Appointment of directors. we will study the meaning of director, position of directors and appointment of directors.

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