Appointment of Director at EGM

I have a differet opinion on this

the procedure adopted is wrong

the director if appointed as additional director as per 260 will be regularised in the annual general meeting only.

so if a director is regulatised in any other meeting other than Annual General meeting it will not suffice the purpose 

i DIFFER jAGMOHAN, SINCE THE APPOINTMENT HAS TO BE APPROVED BY THE SHAREHOLDERS, THERE IS NO HARM IF THE SAME IS DONE AT THE EGM. THE SECTION 260 CLEARLY STATES THAT THE VALIDITY TO THE OFFICE OF THE ADDL DIRECTOR IS ONLY UPTO THE AGM SO THAT APPROVAL IS TAKEN BY MEMBERS AT AGM, HOWEVER IF MEMBERS CONFIRM IN THE EGM BEFORE THE AGM IT IS VALID.

Mr.JAG MOHAN is correct.

The procedure adopted by the company is wrong. The company law has prescribed certain matters which are to be adopted at the annual general meeting of the company. Regularisation of office of directors, appointed u/s. 260, is one among them. Which has to be passed in the annual general meeting ony.

Directors appointed as additional directors u/s.260 will hold up to the next agm. Even though the agm is not held, they are deemed to be vacated on the last date of agm.

What is the position of director, if at the egm the resolution was rejected by the sharehoders. They may lose their right to continue up to the date of AGM

In view of this, i opinion that the procedure adopted by the company is wrong.

Please refer S 258, Further in my opinion and in the Form 32 to be filed the options given are promoter, independent or technical under type of director. Companies Act did not prescribe Independent  or technical directors.

In case even the egm rejects the resolution by the members the addl director ceases as such.

But the company can still opt appointment u/s.258, the matter is debateable since the query relates to a private limited company.