The Chad Companies Act specifies how companies need to proceed when replacing their director, including board decisions, shareholder authorization and submission to official authorities.
The processed involved
Below you will find a complete explanation of how to switch directors in a Chad company.
Know the type of company and official requirements
Chad Limited Liability Company (SARL): A Chad SARL needs at least one director and one shareholder who can be from any country background.
Legal Framework: Study the Chad Companies Act and understand director appointment and removal rules.
Obtain necessary documents
New director’s information: Obtain all vital data such as the new director’s complete name, country of origin, residence address, and other information needed by law.
Consent: Get the new director’s approval in writing to take this position.
Relevant forms: Learn all necessary documents to report changes to Chad authorities including Forms CR8 and CR6.
Company documents: Keep all official documents of the company including its articles of association at hand.
Submit changes to the government agencies for record
Registration: Submit the necessary documents and forms to the relevant Chad authority responsible for company registration.
Check for fees before submitting your company updates to the appropriate authorities.
Important considerations
Chadian businesses cannot use corporate directors for their operations. The company needs an annual audit if its total share value exceeds US$20,000. You should get professional legal advice to follow Chad’s business rules. When company directors hold meetings before term expiration they can be removed from office unless Section 139 of the Companies Act protects them. Both the company members and the delinquent director need specific notice of the meeting decision. The director can submit their written arguments to the company about the motion within 21 days of receiving the notification and request the company members to review the submissions.
Every person who receives a meeting notice automatically obtains a copy of the directors’ representations. Members pass a resolution to dismiss the director who will then be replaced by a new director during the same meeting. Directors who lose their office must be removed under specific circumstances. Business members can hold a Special General Meeting to dismiss their director. A 28-day prior notice is needed to hold an Extraordinary General Meeting due to this condition. Every stockholder plus all directors must get an official notice about the meeting. The meeting will cast a Special Resolution to oust the director from his post afterwards. The business entity needs to send the meeting notice to the departing director.
Removal of a director
During fourteen days you need to submit these documents.
When notice under sections 139(2) and 287 of the Companies Act becomes difficult to execute
- You must provide a fourteen 14-day resolution notice published in a local newspaper of widespread circulation.
- That service has been made upon the director of a copy of a special notice by the company with at least twenty-one days’ notice of service.
- Proof of service of a general meeting notice for at least twenty-one (21) days in the case of a private corporation.
Extract of minutes verifying quorum and dismissal (Form CR 19)
When the notice of the proposed resolution is received by the board of directors, the board of directors should call the general shareholders meeting to vote on the same. The corporation must notify the general meeting at least 28 days after receiving the special notification. In the case of the dismissal of the director, the general meeting must be announced to all shareholders as well as the director who is to be dismissed. The director could contribute in writing before the general meeting. In the case of a change of company directors, in question, they may speak and make additional representations at the general meeting. Shareholders will vote for or against the resolution proposed.
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