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As a director you must: Act within powers. ... Promote the success of the company. ... Exercise independent judgment. ... Exercise reasonable care, skill and diligence. ... Avoid conflicts of interest (a conflict situation) ... Not accept benefits from third parties.
There is no time limit prescribed but as per Section 45 of the Act, if no. of Directors falls below minimum limit & it remains so for 6 months, all the actions of the Directors will be invalid.
Period of Appointment of Independent Director As per Section 149(10) of the Companies Act, an Independent Director shall hold the office for a period of 5 consecutive years. He shall be eligible for reappointment for another 5 consecutive years. However, for reappointment, the Company shall pass a Special Resolution.
Section 149(1) of the Companies Act, 2013 requires that every company shall have a minimum number of 3 directors in the case of a public company, two directors in the case of a private company, and one director in the case of a One Person Company. A company can appoint maximum 15 fifteen directors.
Shareholders normally appoint directors at the company's Annual General Meeting (AGM) (or an Extraordinary General Meeting if there's a need for an urgent appointment). The directors can also appoint new directors, but this needs to be confirmed by the shareholders in due course.