A member of the board of directors of a corporation who is appointed by the shareholders to oversee the operation of the business in accordance with the AOA and the MOA. Because a corporation is an artificial person in the eyes of the law, it can only take legal action through a real person. However, the director ought to be a live person, and the firm's management is given up to the Board of Directors of the corporation. It is possible that at some point in time, the nomination of directors will be necessary to fulfill the requirements set forth by the business and the shareholders.
The director of the company is responsible for an important function that contributes to the overall operation of the organization. The directors are in charge of making decisions and overseeing the day-to-day operations of the company. Because shareholders trust the company's directors, they choose to put their money into the company.
Consensus Of The Directors Suggested For The Board
It is essential to have the agreement of the proposed director. According to Form DIR-2, director consent is an essential piece of documentation, and the organization is needed to get the FORM DIR-2 before beginning the process of hiring new directors or making appointments.
Digital Signature Certificate
A digital signature certificate is required to be held by the candidate for director.
The Director Identification Number (DIN)
A corporation is required to submit an application for a DIN for a proposed director if the director does not already possess a DIN. This should be done in conjunction with the DIR3 form. A DIN can be obtained by anyone over the age of 18, and that individual can keep using the same number throughout their entire life. In order to be appointed as Director in a Private Limited Company in India, any person, regardless of whether they are a resident of India or a foreigner, must have a Direct Identification Number. This number can be obtained by anyone.
A person or director who is appointed to the board of the company in accordance with the provisions of the Companies Act of 2013. The shareholders' vote for members of the board of directors, who are then responsible for running the day-to-day operations of the corporation. Because it is a legal body that was established by law, the corporation may only take action via the intermediary of a natural person.
Also, a person who administers, regulates, or directs anything is called the Director of that object.
The following are some examples of distinct categories of directors:
It is the director appointed in accordance with the Articles of Association of the firm, or a general meeting has to be held in order to approve this resolution, whichever comes first. The board of directors was vested with a significant amount of authority over the administration of the company's activities.
Director On A Full-Time Basis Or The Executive Director
An individual who works for the Company on a full-time basis is considered to be either an executive director or a full-time director.
Director In Everyday Use
Ordinary directors are those who show up to board meetings of a corporation and take part in the discussion of various issues. The ordinary directors are different from the full-time directors and the managing directors.
According to the Articles of Association of a Company, the annual Additional director is selected by the board of directors in the interim period between the two annual general meetings that are conducted each year. These board members are obligated to remain in their positions until the subsequent annual general meeting. However, the total number of directors and extra directors combined should not go beyond the maximum limit that is specified in the articles of association.
In the vast majority of cases, the alternative directors of a corporation are either employed as replacements for non-resident board members or nominated in their place by non-resident board members.
Director with Professional Credentials and No Interest in Overseeing the Firm's Operations A “professional director" is a director who has professional qualifications but has no interest in managing the operations of the company. Typically, professional directors are nominated and recruited to serve on the board of a business so that the firm's management may benefit from their knowledge and experience.
Nominee Director Private equity investors and banks that give equity to a firm often seek the right to designate their representatives to the board of directors of that company. The person who introduces these potential investors is referred to as the Nominee Director.
1. Private Limited Company – Minimum two directors
2. Limited Company – Minimum three directors.
3. One-Person Company – Minimum one director.
Director in Private Limited Company
The Companies Act of 2013 makes it illegal to nominate a non-resident Indian (NRI) or a foreign national to a position on a company's board of directors. Additionally, every company is required to have one director who has resided in India for more than 182 days according to the preceding calendar, as stated in Section 149(3) of the Indian Companies Act.
Listed firms and limited companies with annual revenue of more than Rs. 100 crores are required to have at least one female director on their boards of directors. This quota applies to both types of corporations.
If you are disqualified by the company’s Articles of Association, undischarged bankrupt, or disqualified by the court order, you cannot become the director of the company.
Documents Details required to appoint a director are: DIN No., appointment date, the full name of the new director, date of birth, business occupation, permanent residential address, service address and other directorship details .
Shareholders can remove directors as per the provisions of Companies Act, 2013 resolution S203D. Despite any agreement or contractor with the director, shareholders can remove the directors.
Both shareholders and directors have different responsibilities. Shareholders own the company by owning the shares and directors manage the company. Director does not need shares to become the company director.