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CHAPTER 9,10 & 11: DIRECTORS, AUDITORS & SECRETARY - Coggle Diagram

- - - - Member of a professional body
      - Licensed by Registrar
- - - - Approve by the MOF
  - - - Who is indebted, owes > RM 2,500
      - Who is partner or employment of the company
      - A corporate body
      - The spouse of a director of the company
      - Who is during preceding 3 years was director/officer/employee of the company
  - - - Appointed by directors of a company within 3 months
      - Will held office until the conclusion of first AGM
    - - The appointment is on AGM
  - - - Entitled to receive all the notices of any communication relate to member of company
      - Entitled to attend any general meeting of the company
    - - Whether qualified or unqualified
    - - Only the auditor of a company appointed have power to report promptly the matters to director or other management
    - - Section 255 (1)
        
        Entitled to require any information or explanation as he thinks necessary for the performance of audit
    - - Section 255 (1)
        
        Have the right at all times to the accounting and other records
- - - - Only individuals can be directors
    - - a director must acquire the qualification shares
  - - - Provided under AoA
    - - As specified in AoA
    - - Make sure the directors complies with requirement
      - Subject to section 122 (6)
    - - Section 128 (1)
        
        Ordinary resolution
      - Special note
  - - - By the directors
    - - By third parties
    - - By the company in general meeting
    - - By the principle of proportional representation
    - - By the articles as regard first directors
    - - By the central government
  - - - Corporate opportunity is regarded as corporate asset which the directors cannot take to their own use
    - - Section 131 (5)
        
        The liberty of director to hold office in a rival company doesn't apply which prohibition in the articles restricting a director from holding offices in conflict with his duties as a director
    - - Section 131
        
        Requires every director of a company to disclose to a meeting of the directors
    - - Duty to act Bona Fide in the interest of the company as a whole and not for any collateral (security) purpose
    - - Section 132 (1)
        
        act honestly and use reasonable diligence in the discharge of the duties of the office
  - - - Occupying the position of director of a corporation
      - Directions are accustomed to act
      - An alternate or substitute director