Need to remove a director from the board of a company what procedure

941 votes

You should have a board of directors meet for the same wherein you should resolve about this and then shall pass the same with majority approving it. Then you need to inform about this decision to the concern director and the the Ministry of Corporate Affairs and have to bring a notice in public newspaper stating about the board decision in against the same. There's a high probability that the concern removed director will approach the court for his rights reinstated. So be prepared for that as well.

Advocate Pulkit Prakash LawRato

603 votes

Dear Sir,

Thank you for your mail.

In order to understand your query we would require the reason for removal and also the shareholding patters including board of directors. Then we would require all the procedures applicable under Companies Act, 1956\2013.

Thank you.
Saurabh

Thanks
Saurabh

Advocate Saurabh Kumar LawRato

895 votes

According a Companies Act, 2013, a director can be terminated before the expiry of his designated term by an ordinary resolution in an annual general meeting or extra ordinary general meeting. The termination process is as follows:
1. First provide a special notice to the members/shareholders about the resolution to remove a director to be held at the meeting.
2. Provide a copy of the notice to the concerned director to be removed.
3. On the scheduled meeting, natural justice such as adequate opportunity of being heard should be given to the director.
4. After such opportunity is given and written representations made by the director, if the members feel that the concerned director should be removed, they can do so by passing an ordinary resolution supported by simple majority.
5. Within 30 days of passing of such resolution, the Company should file Form 32 and a copy of the resolution with the RoC.

Advocate Mubarak Jan LawRato