Section 162: Appointment of directors to be voted individually
This section requires that each director be voted on individually at a company's general meeting.
The section, clause by clause
What the section says
In plain terms
(1)At a general meeting of a company, a motion for the appointment of two or more persons as directors of the company by a single resolution shall not be moved unless a proposal to move such a motion has first been agreed to at the meeting without any vote being cast against it.
A company cannot move a motion to appoint two or more directors by a single resolution at a general meeting unless the meeting first agrees to the proposal without any votes against it.
(2)A resolution moved in contravention of sub-section (1) shall be void, whether or not any objection was taken when it was moved.
If a resolution to appoint multiple directors is moved without the required prior agreement, it is void even if no one objected at the time.
(3)A motion for approving a person for appointment, or for nominating a person for appointment as a director, shall be treated as a motion for his appointment.
Proposing someone for appointment or nomination as a director is considered the same as moving for their actual appointment.
The right-hand column is written from the section text, not quoted from it, and it has no legal force. Where the two differ, the left-hand column is the law.
Amendment notes
- 1. Ins. by Act 22 of 2019, s. 26 (w.e.f. 2-11-2018).
Referred to by
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Reproduced from the official India Code print for reference. Check the current text on India Code before you rely on it, and read the section alongside its Rules. Nothing here is legal advice.