Removal of Director as per Sec. 283 (1) (g)

[Santosh Bangar]

Dear Professionals, 

Requesting your help on the following, 

In our private company board resolved to remove a director. We have not received a resignation letter from him. Can any one share the procedure & formats to remove a director as per section 283 (1) (g) of Companies Act, 1956.

[Jayashree Chandrasekaran]

Dear friend,
As per Companies Act,1956 removal of a Director can be done through
Sec 284 of the Act....283(1)(g) will be a difficult affair
Alternatively,once the provisions of CA 2013 are made effective,the
Director loses his Directorship if he does not attend meetings
continuosly
Jayashree

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C.JAYASHREE
PARTNER
S.GANESH&ASSOCIATES
CHENNAI
98840 17120

[Rinkesh Saraiya]

Dear Santya,

A director can be said to be ceased to be a director under Section 283(1)(g) of the Companies Act, 1956 for not attending the three consecutive Board Meetings without obtaining leave of absence.

However, one should take note of the following precautions before removal of a director under this section -

1. Certified copies of minutes can be attached to the Form 32. However in order to avoid future disputes in this matter it is better to have the evidence of dispatch of notice for the meetings to the said Director, confirming due procedure followed as per the Act and as per the Articles of Association.
   
2. Optionally, one can also attach Board Resolution in this regard and attendance sheet of these meetings and/or minutes sheet copies of these meetings.

Regards,

Rinkesh Saraiya

[CS Shainshad Aduvanni]

Dear Santosh,

As per Sec 283(1)(g), the Director will be automatically vacate the Directorship, if he/she has not attended the Board Meeting or taken leave of absence consecutively for 3 Board Meetings.

The Company has to intimate the Board Meeting to all the Directors and if they are not attending or informing about their absence, Sec 283 (1)(g) can be applied.

The Company can file Form 32 with ROC about the vacation.

If more details required, please feel free to contact.

Regards

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CS Shainshad Aduvanni
Company Secretary
Coimbatore

09841414439

[Santosh Bangar]

Dear All,

Thank you very much for your swift & valuable advice.