What we do
Our work in this practice group is structured around the records, deadlines, and decisions involved:
- Assistance with appointment and resignation of directors.
- Verification of DIN, DSC, eligibility, consent, and required declarations.
- Preparation of board and shareholder documentation.
- Assistance with DIR-12 and other applicable MCA filings.
- Proper updating of statutory registers and corporate records.
- Reduced risk of errors in director-related MCA filings.
- Guidance on subsequent DIR-3 KYC and other director compliance requirements.
How the engagement works
Director appointment and resignation are governed primarily by the Companies Act, 2013, including applicable provisions relating to appointment, qualification, consent, vacation of office, resignation, and filing of changes with the Registrar of Companies. Form DIR-12 is generally used for filing particulars of appointment and changes in directors and key managerial personnel, subject to the applicable rules and circumstances. Additional requirements may apply for specific categories of directors, including independent, nominee, additional, or whole-time directors.
Scenario 1: A newly incorporated company needs to complete the appointment of its initial or additional directors.
Scenario 2: An existing company wants to appoint a new director to strengthen its management or ownership structure.
Scenario 3: A director resigns from the company and the company needs to complete the required statutory filings and records.
Scenario 4: A company needs to appoint a director to fill a casual vacancy or comply with applicable board composition requirements.
Scenario 5: A company wants professional assistance with DIN, DSC, consent, board resolutions, DIR-12 filing, and related director compliance.
Director Eligibility Review
We review the proposed director’s DIN status, eligibility, disqualification requirements, directorship limits, and other applicable conditions under the Companies Act.
DIN & DSC Support
We assist with DIN-related requirements and Digital Signature Certificate coordination for individuals being appointed as directors, where applicable.
Consent & Declaration Documentation
We coordinate the required consent to act as director, declarations, disclosures, KYC documents, and other supporting records.
General questions
01What is director appointment?
Director appointment is the formal process through which an eligible individual is appointed to the board of a company in accordance with the Companies Act, 2013 and the company’s constitutional documents.
02What is required to appoint a director?
Requirements may include DIN, Digital Signature Certificate where applicable, consent to act as director, declarations, identity and address documents, board or shareholder approval depending on the appointment type, and prescribed MCA filings.
03What is DIR-12?
DIR-12 is the prescribed MCA form generally used by companies to file particulars of appointment, cessation, or changes relating to directors and key managerial personnel with the Registrar of Companies.
04Can a director resign from a company?
Yes. A director may resign by following the applicable procedure under the Companies Act and providing written notice to the company. The company is required to complete the relevant statutory filing and record the cessation.
05What documents are required for director resignation?
Documents may include the director’s resignation letter, board records, applicable resolutions, DIR-12 filing information, and other documents required based on the circumstances.
06How long does a company have to file DIR-12 after a director change?
The applicable filing timeline depends on the type of change and the provisions in force. DIR-12 is generally required to be filed with the Registrar within the prescribed statutory period, so the exact deadline should be checked for the particular appointment or resignation.
07Can a new director be appointed without DIN?
A person generally needs a valid Director Identification Number to be appointed as a director, subject to the applicable Companies Act provisions and procedures for obtaining DIN.
08Does a newly appointed director need to complete DIR-3 KYC?
A DIN holder is subject to applicable DIR-3 KYC requirements based on the financial year in which the DIN was allotted and the rules in force. The specific requirement should be checked for the individual director.
