you should accept the challenging roles .

2) you are shareholder in private limited company

3) you cannot be ousted as director without following procedure laid down by companies act for removal of director

4)A company may, by ordinary resolution, remove a director (not being a director appointed by the Central Government in pursuance of section 408) before the expiry of his period of office. This provision shall not apply where the company has availed itself of the option given to it of proportional representation on the Board of Directors to appoint not less than two-thirds of the total number of directors according to the principle of proportional representation.

Special notice shall be required of any resolution to remove a director, or to appoint somebody instead of a director so removed at the meeting at which he is removed.

On receipt of notice of a resolution to remove a director under this section, the company shall forthwith send a copy thereof to the director concerned, and the director (whether or not he is a member of the company) shall be entitled to be heard on the resolution at the meeting.

Where notice is given of a resolution to remove a director and the director concerned makes representations in writing to the company (not exceeding a reasonable length) and requests their notification to members of the company, the company shall, unless the representations are received by it too late for it to do so :-

in any notice of the resolution given to members of the company state the fact of the representations having been made; and

send a copy of the representations to every member of the company to whom notice of the meeting is sent

You can then file a case in the labor court if you are removed from the company without any reason for some malafide reasons.

Regards

And also it may be noted that since you are the director and have some share in the company you can not be ousted without following the due procedure of law.

First of all you as director getting salary shall be considered as an employed of the company.

For many private limited companies, the shareholders of the company are often involved in the daily operations and management of the company, and therefore, usually appoint themselves to be the directors of the company.

An executive director is a salaried director who works full-time and is appointed with managerial powers by the board to carry out the company’s daily operations.

A non-executive director does not work full time, receives a smaller director’s fees and functions as a policy maker for the company.

Directors are paid remuneration for their efforts in formulating policies and for devoting their valuable time for the company. Directors remuneration consists of sitting fees as per provisions in Articles of association, and Commission as a fixed percentage of net profits or as a fixed monthly sum as decided by the shareholders in the general meeting. As per the provisions in the new companies bill,2009 independent directors can not receive any remuneration other than sitting fees, expenses for attending board meetings and commission linked to profits.

As a salaried employee you cannot have more rights but as a share holder you can exercise your rights to a certain extent to the extent of your shares in the company. A director, therefore plays various roles in the company, may that be of an agent, an employee (when appointed on the rolls of the company), an officer and/or a trustee of the Company.