|
165. 1[(1) No person, after the commencement of this Act, shall hold office as a director, including any alternate directorship, in more than twenty companies at the same time:
Provided that the maximum number of public companies in which a person can be appointed as a director shall not exceed ten.
Explanation I.— For reckoning the limit of public companies in which a person can be appointed as director, directorship in private companies that are either holding or subsidiary company of a public company shall be included.
2[Explanation II.—For reckoning the limit of directorships of twenty companies, the directorship in a dormant company shall not be included.]
(2) Subject to the provisions of sub-section (1), the members of a company may, by special resolution, specify any lesser number of companies in which a director of the company may act as directors.
(3) Any person holding office as director in companies more than the limits as specified in sub-section (1), immediately before the commencement of this Act shall, within a period of one year from such commencement,—
(a) choose not more than the specified limit of those companies, as companies in which he wishes to continue to hold the office of director;
(b) resign his office as director in the other remaining companies; and
(c) intimate the choice made by him under clause (a), to each of the companies in which he was holding the office of director before such commencement and to the Registrar having jurisdiction in respect of each such company.
(4) Any resignation made in pursuance of clause (b) of sub-section (3) shall become effective immediately on the despatch thereof to the company concerned.
(5) No such person shall act as director in more than the specified number of companies,—
(a) after despatching the resignation of his office as director or non-executive director thereof, in pursuance of clause (b) of sub-section (3); or
(b) after the expiry of one year from the commencement of this Act, whichever is earlier.
6[(6) If a person accepts an appointment as a director in violation of this section, he shall be liable to a penalty of two thousand rupees for each day after the first during which such violation continues, subject to a maximum of two lakh rupees.]
Exception/ Modification/ Adaptation
1. In case of section 8 company - Section 165 (1) shall not apply - Notification dated 5th june, 2015.
Amendments
2. Inserted by The Companies (Amendment) Act, 2017.:- Amendment effective from 9th february 2018
3.Substituted by the Companies (Amendment) Ordinance,2018 dated 02.11.2018
In section 165, in sub-section (6),for the words
punishable with fine which shall not be less than five thousand rupees but which may extend to twenty-five thousand rupees for every day after the first during which the contravention continues.
the following words shall be substituted namely:-
liable to a penalty of five thousand rupees for each day after the first during which such contravention continues
4.Substituted by the Companies (Amendment) Ordinance,2019 dated 14.01.2019 [Companies (Amendment) Ordinance 2018 is repealed on 12th January 2019]
5.Substituted by the Companies (Amendment) Act,2019 -:Effective From 02nd November 2018 [Companies (Amendment) Second Ordinance 2019 is repealed on 31st July 2019]
6. Substituted by the Companies (Amendment) Act, 2020. Notification dated 28th September, 2020 Amendment Effective from 21st December 2020
in rule 165,for sub rule 6,
(6) If a person accepts an appointment as a director in contravention of sub-section (1), he shall be 5[4[3[liable to a penalty of five thousand rupees for each day after the first during which such contravention continues]]]
the following shall be substituted namely:-
(6) If a person accepts an appointment as a director in violation of this section, he shall be liable to a penalty of two thousand rupees for each day after the first during which such violation continues, subject to a maximum of two lakh rupees.
|