Addition of director

Change of director implies the addition or removal of the director in the company. The board of directors are generally empowered to appoint a director because of casual vacancy caused due to resignation of an existing director. However, such as the appointment of new director by the Board of Directors need to be ratified by the shareholders in a valid Extra-Ordinary General Meeting. We shall be extending our support at the initial consultation, draft the objects and name selection for the company, and file the necessary application for incorporation and regular follow-up with the ROC until the certificate of incorporation is issued.

Types of Director in Company

Managing Director

A “Managing Director” means a Director who, by virtue of Articles of Association of a Company or an agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is entrusted with substantial powers of management of affairs of the company.

Whole-time Director or Executive Director

An Executive Director or whole-time Director is someone in full-time employment of the company.

Ordinary Director

An “Ordinary Director” means a simple Director who attends the Board meetings of a company and participates in the matters put before the Board of Directors. These Directors are neither whole-time Directors nor Managing Directors.

Additional Director

An Additional Director is someone appointed by the Board of Directors between two annual general meetings subject to the provisions of the Articles of Association of a Company. Additional Directors shall hold office only upto the date of the next annual general meeting of the Company. Number of Directors and additional Directors of a company together shall not exceed the maximum strength fixed for the Board of Directors by the Articles of Association.

Alternate Director

Alternate Director is someone appointed by the Board of Directors in a general meeting to act for a Director called the “original director” during his absence for a period of not less than three months from India. Generally, alternate Directors are appointed for a person who is Non-Resident Indian (NRI) or for foreign collaborators of a company.

Professional Director

Any Director possessing professional qualifications and do not have any pecuniary interest in the company are called Professional Directors. In large companies, Professionals are sometimes appointment to the Board to utilize their expertise in the management of the Company.

Nominee Director

Banks and Private Equity investors who grant debt or equity assistance to a company generally impose a condition as to appointment of their representative on the Board of the concerned Company. These nominated persons are called as nominee Director.

In a One Person Company (OPC), a nominee Director is someone nominated by the sole Director of the One Person Company to take over affairs of the OPC in case of death or incapacitation of sole Director.

Women Director

As per Section 149 (1) (a) second proviso requires certain categories of companies to have At Least One Woman director on the board. Such companies are any listed company, and any public company having-

* Paid Up Capital of Rs. 100 cr. or more, or
* Turnover of Rs. 300 cr. or more
* Independent Director

Minimum Number of Director In a Company

* Private Limited Company – Minimum two Directors in case of Private Limited Company
* Limited Company – Minimum three Directors in case of Limited Company.
* One Person Company – Minimum one Director in case of One Person Company.