Section 161 - Appointment of additional director, alternate director and nominee director

Company board appointments: additional, alternate, nomination directors and filling casual vacancies, with tenure limits and member approval.

Permits a company's articles to empower the Board to appoint an additional director (other than a person who failed to be appointed in a general meeting), whose tenure ends at the next AGM or the last date by which the AGM should have been held, whichever is earlier, thereby enabling interim Board augmentation subject to shareholder timelines. Allows the Board, if authorised by the articles or a general meeting resolution, to appoint an alternate director during a director's absence from India for at least three months, subject to restrictions on holding other alternate directorships or directorship in the same company, mandatory independent-director eligibility where applicable, and cessation on the original director's return or earlier term determination. Authorises nomination directors as provided by law, agreement, or Government shareholding in a Government company. Enables the Board to fill casual vacancies, subject to articles, with mandatory member approval at the immediate next general meeting, and tenure limited to the unexpired term.