(adsbygoogle = window.adsbygoogle || []).push({});
Section 161(2) of the Companies Act, 2013 deals
with the Appointment of Alternate Director. As per the provisions of
section 161 (2) states that :
with the Appointment of Alternate Director. As per the provisions of
section 161 (2) states that :
The Board of Directors of a company may,
if so authorised by its articles or by a resolution passed by the company in
general meeting, appoint a person, not being a person holding any alternate
directorship for any other director in the company, to act as an alternate
director for a director during his absence for a period of not less than three
months from India:
if so authorised by its articles or by a resolution passed by the company in
general meeting, appoint a person, not being a person holding any alternate
directorship for any other director in the company, to act as an alternate
director for a director during his absence for a period of not less than three
months from India:
Provided that no person shall be
appointed as an alternate director for an independent director unless he is
qualified to be appointed as an independent director under the provisions of
this Act:
appointed as an alternate director for an independent director unless he is
qualified to be appointed as an independent director under the provisions of
this Act:
Provided further
that an alternate director shall not hold office for a period longer than that
permissible to the director in whose place he has been appointed and shall
vacate the office if and when the director in whose place he has been appointed
returns to India:
that an alternate director shall not hold office for a period longer than that
permissible to the director in whose place he has been appointed and shall
vacate the office if and when the director in whose place he has been appointed
returns to India:
Provided also
that if the term of office of the original director is determined before he so
returns to India, any provision for the automatic re-appointment of retiring
directors in default of another appointment shall apply to the original, and
not to the alternate director.
that if the term of office of the original director is determined before he so
returns to India, any provision for the automatic re-appointment of retiring
directors in default of another appointment shall apply to the original, and
not to the alternate director.
Draft Board Resolution for appointment of Alternate Director
“RESOLVED THAT pursuant to Section 161(2) and all other applicable provisions of the Companies
Act, 2013, (including any statutory modification(s),
enactment(s) or re-enactment(s) thereof for the time being in force) and in
terms of the provisions of the Article No. __ of the Article of Association of
the Company, Shri __________ be and is hereby appointed as an Alternate
Director to Shri __________, (name and designation of original director) during
his absence from India.
Act, 2013, (including any statutory modification(s),
enactment(s) or re-enactment(s) thereof for the time being in force) and in
terms of the provisions of the Article No. __ of the Article of Association of
the Company, Shri __________ be and is hereby appointed as an Alternate
Director to Shri __________, (name and designation of original director) during
his absence from India.
FURTHER RESOLVED THAT Shri __________ (name of alternate
director) shall vacate his office as and when Shri ______, (name of original
director) returns to India.”
director) shall vacate his office as and when Shri ______, (name of original
director) returns to India.”
FURTHER RESOLVED THAT ___________
be and
is hereby authorized
to take all
necessary action to
implement the above
board resolution.
be and
is hereby authorized
to take all
necessary action to
implement the above
board resolution.
Related Post :