Change in Directors

Any changing in the Board of Directors (BD) of a company, whether appointing a new director or removing a director from the BD- are governed as per the provisions of Companies Act, 2013 and rules made thereunder.

Provisions as per the Act:-

1. Minimum no of directors

  • As per Section 149 of the Act, every company must have a board of directors- consists of either an individual or a minimum of two directors.

2. Resident director

  • As per the provisions of Section 149(3), every private limited company must have at least one director who has stayed in India for a total period of not less than one hundred and eighty-two days in the previous calendar year.

Procedure of Appointment and Resignation of Directors

  • Directors Identification Number
    • Applicant’s full name
    • Father’s full name
    • Photograph (JPEG format only)
    • Nationality
    • Occupation and educational qualification
    • Date of birth.
    • Passport number
    • Permanent Residence proof
  • Obtaining consent
    • and disclosure from the individuals proposed to be appointed as a director.
  • Board meeting
    • Call the board meeting
    • Pass resolution for appointment of additional director
    • Issue letter of appointment
  • File e-Form DIR – 12
    • Letter of appointment.
    • Board resolution.
    • DIR-2
  • Resignation from resigning directors
    • Take the registration on plain paper form resigning director
  • File e-Form DIR – 11
    Mandatory attachments:

    • Notice of resignation filed with the company.
    • Proof of dispatch.
  • Board meeting
    • Call the board meeting.
    • Pass resolution for acceptance of the resignations.

Change in Directors