With reference to the povisions of the Companies Act, 1956

examine whether continuation of the following directors in their office is valid:

(i) R, an additional director who does not hold any qualification shares at the time of appointment, continues to be in his office without holding the necessary qualification shares.

(ii) M, who was appointed as additional director at the Board meeting held on 31^st December, 1994, continues to be in his office on the ground that the

Annual General Meeting for the year 1995 was not held as required under the Act. Will your answer be different if M was also appointed as managing

director for a period of 5 years with effectfrom 1^st January, 1995 at the same

board meeting? [May, 19961

20. The Articles of Association of Mis XY Limited provide for the retirement of directors by rotation and all the five directors are in positions. How many

directors are liable to retire at the ensuing annual general meeting?

Will it make any difference if Mr. X, a wholetime director, is not liable to retire

by rotation? Explain. [November, 19951

21. (a) A person has been appointed as a Managing Director of a public company in contravention of the requirements of Schedule xm without the

approval of the Central Government. How can this appointment be terminated by the Central Government?

(b) Examine the possibilities of the following with reference to the relevant

provisions of the Companies Act, 1956:

(i) Filing of unaudited Balance Sheet with the Registrar of Companies.

(ii) Filing of non-adopted Balance Sheet with the Registrar of Companies and preparation of subsequent year’s accounts with the balances taken from such Balance Sheet. [November, 1995]