What to look out for when appointing a director

June 19, 2019

How to appoint a director – Have you done it right?

When you appoint a director to the Board of your Company, did you obtain the proposed director’s consent to act and obtain the Board’s approval by passing a Board resolution to approve the appointment? Yes? Good.

But did you check to ensure that the appointment of director complies with your Company’s Constitution as well as the requirements of the Companies Act?

IT’S MORE THAN THAT…

When you refer to the model Constitution for a private company provided by ACRA, you will notice that there are specific provisions in relation to appointment of directors (regulation 67 to 76), powers and duties of directors (regulation 77 to 82) and proceedings of directors (regulation 83 to 94). Then when you refer to the Companies Act, there is one whole section on directors (Section 145 to 173I).

What this means is that appointing a director is not just about getting consent from the proposed director and approval from your current Board. There are other legal considerations and statutory requirements you need to check and comply with. You may even need to conduct your own due diligence on the proposed director so as to ensure he/she is qualified to act as a director.

HOW WE CAN HELP YOU

You might think that this is really complicated and difficult to do. Not to fret, we have done all the research and prepared most of the documents required for you. All you have to do is to follow our checklist and fill in the blanks. Here is a peek at how our checklist can help you.

1. First we guide you by telling you what you need to check before you commence to prepare the necessary documents.

2. Then we guide you on preparing the required documents.

3. Lastly, we guide you on how to deal with the signed documents and the necessary follow up actions.

VISIT OUR E-SHOP TO FIND OUT MORE

There you go! Together with our template resolutions and forms, you are all set to go. Check out our e-shop to see the complete list of templates when you click on the category – Appointment of Director / Alternate Director.