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Section 122. Directors.
(1) Every company shall have at
least two directors, who each has his principal or
only place of residence within Malaysia.
(1A) In subsection (1), "director" shall not include an alternate or
substitute director.
[Am.Act A21: s.10]
(2) No person other than a natural person
of full age shall be a director of a company.
[Am. Act A836: s.22]
(3) The first directors of a company shall be named in
the memorandum or articles of the company.
(4) Any provision in the memorandum or articles of a company which was in
force immediately before the commencement of this Act and which operated to
constitute a corporation as a director of the company shall be read and
construed as if it authorized that corporation to appoint a natural person
to be a director of that company.
(5) On the commencement of this Act any corporation which holds office as a
director of a company shall cease to hold office and the vacancy may be
filled as a casual vacancy in accordance with the articles of the company.
(6) Notwithstanding anything contained in this Act or in the memorandum or
articles of a company or in any agreement with a company,
a director of a company shall not resign or vacate his
office if, by his resignation or vacation from office, the number of
directors of the company is reduced below the minimum number required by
subsection (1) and any purported resignation or
vacation of office in contravention of this section shall be deemed to be
invalid.
(7) Subsection (6) shall not apply where a director of a company is required
to resign or vacate his office if he has not within the period referred to
in section 124(1) obtained his qualification or by virtue of his
disqualification under this Act or any other written law.
[Am. Act A836: s.22]