How can directors be appointed to a company?

Directors can be appointed to a company primarily through a process established in the company's articles of association and relevant company law. Shareholder involvement is a fundamental aspect of corporate governance, and in many jurisdictions, directors are appointed by shareholders via an ordinary resolution during a general meeting. This method ensures that shareholders, who are the owners of the company, have a say in who manages the affairs of the company.

When directors are appointed through an ordinary resolution, it allows for transparency and accountability, enabling shareholders to choose individuals they believe will act in the best interests of the company. Additionally, company law may require certain qualifications or procedures to be followed, but the core principle remains that the shareholders have the ultimate authority to elect directors.

The option of exclusive appointments by the chairman or by executive directors alone does not reflect the democratic principles of corporate governance, as it would exclude shareholder participation. While external recommendations can play a role in identifying suitable candidates, they are typically part of a broader nomination process that ultimately requires shareholder approval.