Independent directors shall be included in the total number of directors ?

By | October 10, 2015
(Last Updated On: October 10, 2015)

 Whether independent directors shall be included in the total number of directors for the purpose of sub-section (6) and (7) of section 152 of the Companies Act, 2013?

Independent directors

Section 152(6) of the Companies Act, 2013 provides that unless the Articles of Association provide for retirement by rotation of all directors at every annual general meeting, at least two-thirds of the total number of directors of a public company shall be persons whose office is liable to retirement by rotation and subsection (7) provides that one-third of such directors shall retire by rotation at each annual general meeting of the company after the first annual general meeting. Independent directors shall not be included in the total number of directors for the purpose of sub sections (6) and (7).

Pursuant to section 149 (13), the requirement of retirement by rotation pursuant to sub-sections (6) and (7) of Section 152 is not applicable to independent directors.

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