1.

State the powers of the directors.

Answer»

Powers of Directors: The directors must have powers to carry on objectives of the company. 

The powers may be of four types:

  • Statutory Powers of Directors 
  • Managerial Powers of Directors
  • Powers only with a resolution
  • Other Powers

Statutory Powers: 

The following powers must be used in the Board meeting:

  • Power to make calls on shareholders in respect of money unpaid on their shares
  • Power to issue debentures
  • Power to borrow money other than on debentures
  • Power to invest the funds of the company 
  • Power to approve financial statement and Board report

Managerial Powers:

  • Power to allot, forfeit or transfer shares of company 
  • Power to decide the terms and conditions to issue debentures
  • Power to appoint Managing Director, Manager and Secretary of the company.

Powers only with a resolution:

  • To sell or lease any asset of the company 
  • To issue bonus shares 
  • To allow time to the director for repayment of the loan

Other Powers:

  • Power to fill casual vacancy 
  • Power to appoint the first auditor of the company 
  • Power to appoint alternative directors, additional directors 
  • Power to remove key managerial personnel


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