166Duties of directors
(1) Subject to the provisions of this Act, a director of a company shall act in accordance with the articles of the company.
(2) A director of a company shall act in good faith in order to promote the objects of the company for the benefit of its members as a whole, and in the best interests of the company, its employees, the shareholders, the community and for the protection of environment.
(3) A director of a company shall exercise his duties with due and reasonable care, skill and diligence and shall exercise independent judgment.
(4) A director of a company shall not involve in a situation in which he may have a direct or indirect interest that conflicts, or possibly may conflict, with the interest of the company.
(5) A director of a company shall not achieve or attempt to achieve any undue gain or advantage either to himself or to his relatives, partners, or associates and if such director is found guilty of making any undue gain, he shall be liable to pay an amount equal to that gain to the company.
(6) A director of a company shall not assign his office and any assignment so made shall be void.
(7) If a director of the company contravenes the provisions of this section such director shall be punishable with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees.
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- 149 Company to have Board of Director
- 150 Manner of selection of independent directors and maintenance of data bank of independent directors
- 151 Appointment of director elected by small shareholders
- 152 Appointment of director
- 153 Application for allotment of Director Identification Number
- 154 Allotment of Director Identification Number
- 155 Prohibition to obtain more than one Director Identification Number
- 156 Director to intimate Director Identification Numbe
- 157 Company to inform Director Identification Number to Registrar
- 158 Obligation to indicate Director Identification Number
- 159 Penalty for default of certain provision
- 160 Right of persons other than retiring directors to stand for directorship
- 161 Appointment of additional director, alternate director and nominee director
- 162 Appointment of directors to be voted individually
- 163 Option to adopt principle of proportional representation for appointment of directors
- 164 Disqualifications for appointment of director
- 165 Number of directorships
- 166 Duties of directors
- 167 Vacation of office of director
- 168 Resignation of director
- 169 Removal of director
- 170 Register of directors and key managerial personnel and their shareholding
- 171 Members‘ right to inspect
- 172 Punishment