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Ravi (s)     03 October 2013

Pvt ltd director liability


We are a group of 6 directors who started a pvt ltd company. All of us have same share holding.

Basically we started the company to fund the idea of one director. after starting the company she left the country for two months. On returning back she resumed work after another two months. We had made her the CEO of our company. Due to her negligience the project that we were working on failed. Now we as share holders want our money back.

about 50% of the money was invested in cash. We all received shares in return of the remaining 50%. All of were directors and there is no documentation were she signed any gurantee for the project.

What are our options to recover our invested money back?




 3 Replies

binay (advocate)     04 October 2013

when u appoint her as CEO, u must resolute the same in board of directors meeting, that will help, wht actions u have taken for her absence & her re-join, tell briefly

Ravi (s)     05 October 2013


We just printed business card with her designation. We did not create any resoloution. It was assumed that she is the CEO and responsibility lies with her.

We also had offered her a salary and extra profit share which was verbally communicated. We did not pass any resolotion for salary or extra profit.

Everything was done verbally.  She did not take any salary. Also the company never made any money. 

We only spent our money and nobody received anything in return.

We did not take any action on her absence as she is also share holder and director. 

We basically waited for her to come back and re-join. We did not do anything or pass any resoloutions.


Any resolution should be passed by the board of director's meeting by keeping the view of MOA and hence a notice should be sent to her for the same after such resolution.

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