Section 378P - Appointment of directors

Appointment of Directors: framework for designation, election, tenure, and co-option in producer companies governance rules

Section 378P provides that the memorandum and articles may designate an initial Board of not less than five directors to govern a Producer Company until elected; elections are required within ninety days of registration except for specified transitional cases. Directors' tenure is set in the articles between one and five years, with retiring directors eligible for re-appointment. Directors are ordinarily elected by members at the annual general meeting. The Board may co-opt expert or additional directors not exceeding one-fifth of total directors for periods specified in the articles; expert directors normally lack voting rights in the Chairman's election but may be eligible to serve as Chairman if permitted by the articles.