Appointment Resignation and removal of Director. Easy guide for FY 21-22 & Onwards

Appointment Resignation and Removal of Director – Company being a artificial person act through its team of natural persons. Directors are appointed by shareholders based on business requirement. Shareholders are the owners of company whereas directors manage the affairs of the company.

All the forms are available on MCA Portal >> https://www.mca.gov.in/content/mca/global/en/home.html

Procedure for Appointment of director – Appointment Resignation and removal of Director

1. Consent of Proposed director in form DIR-2 – First step for the company is to obtain consent from director in form DIR-12.
2. Proposed Director should have Digital Signature Certificate (DSC) – If the proposed director does not have DSC, same needs to be applied first.
3. Proposed Director should have Director Identification Number (DIN) – If the proposed director does not have DIN, same needs to be applied first by electronically filing ROC form DIR-3(Application for allotment of Director Identification Number before appointment in an existing company). A DIN allotted once can be used for lifetime. Other details that would be required in filing form are – PAN, Aadhaar, Occupation and educational qualifications, Passport Number (Mandatory for foreign nationals), Driving License, Permanent and Present address details, Photograph and payment of ROC fee.
4. Passing of resolution by shareholder.
5. Company has to file ROC form DIR-12 ( Particulars of appointment of Directors and the key managerial personnel and the changes among them) within 30 days from the date of appointment. Mandatory Attachment in case of appointment is form DIR-2.

Resignation of director – Appointment Resignation and removal of Director

1. Director will give notice of resignation to company.
2. Company has to file ROC form DIR-12 ( Particulars of appointment of Directors and the key managerial personnel and the changes among them). Mandatory Attachment in case of resignation is Notice of resignation given by director to company.
3. Director has to file ROC form DIR-11 (Notice of resignation of a director to the Registrar) within 30 days from the date of resignation.

Removal of director – Appointment Resignation and removal of Director

1. Shareholders after passing ordinary resolution can remove the director after giving reasonable opportunity of being heard.
2. Company has to file ROC form DIR-12 ( Particulars of appointment of Directors and the key managerial personnel and the changes among them). Mandatory Attachment in case of removal is evidence of cessation of director.

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