Defects in appointment of directors not to invalidate actions taken
📚 Law Minded summary
A safety net for third parties. If it later turns out a director's appointment was invalid or had ended, the acts they did in the meantime are still valid.
Someone dealing with a company cannot be expected to audit its internal appointments. The section stops that being a way to escape a contract — though it does not validate acts done after the defect was known.
No act done by a person as a director shall be deemed to be invalid, notwithstanding that it was subsequently noticed that his appointment was invali d by reason of any defect or disqualification or had terminated by virtue of any provision contained in this Act or in the articles of the company: Provided that nothing in this section shall be deemed to give validity to any act done by the director after his appointment has been noticed by the company to be invalid or to have terminated.
All sections in Chapter XII — Meetings of Board and Its Powers