CS Executive · Company Law and Practice · Directors

At the AGM of Orbit Ltd, a public company, the retiring director Mr. Sen's seat is not filled and the meeting did not expressly resolve to leave it vacant. At the adjourned meeting a week later, still unfilled, which situation prevents Mr. Sen from being deemed re-appointed?

Mr. Sen is not deemed re-appointed if he has given written notice to the company or its Board expressing unwillingness to be re-appointed. Attendance, years of service or shareholding are not listed exceptions to the deemed re-appointment at the adjourned meeting.

AHe had earlier attended every board meeting
BHe has served as a director for more than five years
CHe has by written notice to the company expressed unwillingness to be re-appointedCorrect
DHe holds shares in the company

Explanation

Section 152(7)(b) deems the retiring director re-appointed at the adjourned meeting unless, among other things, a resolution for his re-appointment was put and lost, he gave written notice of unwillingness, he is disqualified, or a resolution is required by the Act or section 162 applies. Attendance, length of service or shareholding are not listed exceptions.

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At the AGM of Orbit Ltd, a public company, the retiring director Mr. Sen's seat is not filled and the meeting did not expressly resolve to leave it vacant. At the adjourned meeting a week later, still unfilled, which situation prevents Mr. Sen from being deemed re-appointed?

Explanation

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