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Directors--Classification

Directors: Classification of Directors under Companies Act, 2013

Prayag Narain

Section 2(34) of the Companies Act, 2013, defines the term director as a director appointed to the Board of a company. Directors are collectively called as the Board or the Board of Directors. The directors are agents of the company through which a company acts and is being managed. There are different types of directors in a company and some are discussed in this article.

1. Requirement of directors

(i) Minimum number of directors required

Section 149(1)(a) relates to minimum number of directors of a company.

In a public company: Three directors

In a private company: Two directors

In one person company: One director

(ii) Maximum number of directors

Any type of company, whether public or private can have directors upto a maximum limit of fifteen directors. To appoint directors beyond this ceiling, there is a need to pass special resolution. Therefore, company can appoint more than fifteen directors by passing a special resolution.

2. Types of directors

(i) First directors

The Articles of Association of a company may name the individuals who will be the first directors of the company. If the Articles of Association does not name the first directors then subscribers to the Memorandum who are individuals, will be deemed to be the first directors of the company untill the directors are duly appointed by the member in accordance with the provisions of this section 152(1).

(ii) Permanent directors and retiring directors

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