Qualification of Directors:
Articles of Association of a Company usually fix the minimum number of shares which every Director must subscribe in order to become a Director. The minimum number which is determined by the Articles is known as qualification number of shares as contained in Section 97(1) of CA 1994. Every Director shall hold that minimum qualification shares within 60 days or within the lime as may be specified in the Articles whichever is earlier.
As per Section 97(2), if after the expiration of the period mentioned in sub-section (1) any such unqualified person acts as a Director of the Company he shall be liable to pay fine not exceeding Tk.200 per day for the period of holding as an unqualified Director under this section.
As per section 92 every person shall not act as a Director unless he has -
1. signed and filed with the Registrar to consent in writing to act as such Director and;
2.signed the Memorandum for a number of shares not less than his qualification shares, or taken from the Company and paid or agreed to pay for his qualification shares.
Disqualification of Directors:
Following persons shall not be eligible for appointment as director: (Sec-94j:
1. An unsound mind, declared by a competent court;
2. An insolvent or an un-discharged insolvent;
3. A person applied to be adjudicated as an insolvent and his application is pending;
4. Any person fails to pay his shares money after it is called up and 180 days have elapsed from the last day fixed by the call;
5. A minor;
6. Any other person/persons as may be prescribed in the article.
As per Section 91 of CA 1994 directors are appointed as follows:
1. Subscriber of Memorandum shall be treated as the first Directors;
2. Generally Directors are appointed at the AGM by the shareholders among themselves;
3. One-third of Directors shall retire by rotation in each year;
Existing Director may appoint a person as Directors to fill up any casual vacancy.
Posts
0 comments:
Post a Comment