Section 9
Arrangement with Company on appointment of directors to prevail.
The Industrial Reconstruction Bank (Transfer of Undertakings and Repeal) Act, 1997
About this Act
An Act to provide for the transfer and vesting of the undertakings of the Industrial Reconstruction Bank of India to and in the Company to be formed and registered as a Company under the Companies Act, 1956, and for matters connected therewith or incidental thereto and also to repeal the Industrial Reconstruction Bank of India Act, 1984.
(1) Where any
arrangement entered into by the company with an industrial or other concern provides for the
appointment by the company of one or more directors of such concern, such provision and any
appointment of directors made in pursuance thereof shall be valid and effective notwithstanding
anything to the contrary contained in the Companies Act, 1956 (1 of 1956) or in any other law for the
time being in force or in the memorandum, articles of association or any other instrument relating to
such concern, and any provision regarding share qualification, age limit, number of directorships,
removal from office of directors and such like conditions contained in any such law or instrument
aforesaid, shall not apply to any director appointed by the company in pursuance of the arrangement as
aforesaid.
(2) Any director appointed in pursuance of sub-section (7) shall--
(a) hold office during the pleasure of the company and may be removed or substituted by any person by order in writing by the company;
(b) not incur any obligation or liability by reason only of his being a director or for anything done or omitted to be done in good faith in the discharge of his duties as a director or anything in relation thereto;
(c) not be liable to retirement by rotation and shall not be taken into account for computing the number of directors liable to such retirement.
(2) Any director appointed in pursuance of sub-section (7) shall--
(a) hold office during the pleasure of the company and may be removed or substituted by any person by order in writing by the company;
(b) not incur any obligation or liability by reason only of his being a director or for anything done or omitted to be done in good faith in the discharge of his duties as a director or anything in relation thereto;
(c) not be liable to retirement by rotation and shall not be taken into account for computing the number of directors liable to such retirement.