Additional Director

Additional Directors (Section 260 of the Companies Act, 1956)

If Articles of Association of the company allows, the Board may appoint additional directors

·         Who can hold office only up to next Annual General Meeting, means up to the date when the Annual General Meeting ought to be held.

·         Number of additional Directors together with existing Directors shall not exceed maximum number fixed by the Articles of Association.

This section is applicable to all companies including private Limited Companies.

Sample resolution appointing Additional Director.

To consider appointment of Mr. <> as an additional   director.

“RESOLVED that pursuant to Articles <> of the Articles of association of the Company and  Section 260 of the Companies Act, 1956 Mr. <> be and is hereby appointed as the additional director of the Company with immediate effect to hold office till the conclusion of the next Annual General Meeting of the Company”.

“RESOLVED FURTHER THAT Ms. <> , Director of the Company be and is hereby authorized to take all such steps as may be necessary, desirable or expedite to give effect to the resolution including filing of Form 32 with the Registrar of Companies”.