Overview
Changes in a company's board must be recorded with the Registrar of Companies. When a director is appointed, the person gives their consent and declarations, the board or members pass the resolution, and the company files Form DIR-12. When a director resigns, they give written notice to the company and the company files DIR-12; the director may also inform the Registrar directly. Removing a director against their wishes needs a members' resolution with special notice and a chance for the director to be heard.
Each of these steps has its own documents and deadlines, and mistakes can leave the public record wrong, which matters to banks, investors and counterparties.
Our team drafts the consent, resolutions and minutes, obtains a DIN for a new director if needed, and files the forms with MCA.
Who needs it
- Companies appointing a new director or an additional director
- Directors resigning from a board
- Companies removing a director or changing a director's designation
Documents required
What we usually ask for. Our team confirms the exact list for your case before anything is filed.
- Incoming director: PAN, identity and address proof, photograph, DIN (or details to obtain one), consent in Form DIR-2 and declaration of non-disqualification
- Resigning director: the resignation letter
- Board resolution (and members' resolution where needed)
- Company's DSC of an authorised director
How it works
- 1
Understand the change
We confirm what's changing (appointment, resignation, removal or change in designation) and the approvals needed under the Act and your articles.
- 2
Draft the documents
We prepare the consent, declarations, notices and resolutions.
- 3
Meetings
The board (and members, where required) pass the resolutions; minutes are recorded.
- 4
File DIR-12
DIR-12 is filed with MCA with the attachments; a new director without a DIN gets one through the filing process.
Typical timeline
The company generally files DIR-12 within 30 days of the appointment or resignation. An additional director appointed by the board holds office until the next AGM, where the members decide on regularising them.
Get a free quote
Answer a few questions and our team will contact you. It takes about two minutes.
Official sources
The government portals and laws this page is based on:
Please note