2156
No. 58 of 1911.
COMPANIES.
First Schedule Table A contd.;
(b) of the names of the directors present at each meeting of the directors and of any committee of the directors;
(c) of all resolutions and proceedings at all meetings of the company, and of the directors, and of committees of directors;
and every director present at any meeting of directors or committee of directors shall sign his name in a book to be kept for that purpose.
The seal.
76. The seal of the company shall not be affixed to any instrument except by the authority of a resolution of the board of directors, and in the presence of at least two directors and of the secretary or such other person as the directors may appoint for the purpose and those two directors and secretary or other person as aforesaid shall sign every instrument to which the seal of the company is so affixed in their presence,
Disqualifications of directors.
77. The office of director shall be vacated, if the director—
(a) ceases to be a director by virtue of section 74 of the Companies Ordinance, 1911; or
(b) holds any other office of profit under the company except that of managing director or manager; or
(c) becomes bankrupt; or
(d) is found lunatic or becomes of unsound mind; or
(e) is concerned or participates in the profits of any contract with the company:
Provided, however, that no director shall vacate his office by reason of his being a member of any company which has entered into contracts with or done any work for the company of which he is director; but a director shall not vote in respect of any such contract or work, and if he does so vote his vote shall not be counted.
Rotation of directors.
78. At the first ordinary meeting of the company the whole of the directors shall retire from office, and at the ordinary meeting in every subsequent year one-third of the directors for the time being, if their number is not three or a multiple of three, then the number nearest to one-third, shall retire from office.
79. The directors to retire in every year shall be those who have been longest in office since their last election, but as between persons who become directors on the same day those to retire shall (unless they otherwise agree among themselves) be determined by lot.
80. A retiring director shall be eligible for re-election.
81. The company at the general meeting at which a director retires in manner aforesaid may fill up the vacated office by electing a person thereto.