ADD OR REMOVE A DIRECTOR

Change Of Director Of The Company

A company may by ordinary resolution, remove a director, Not being a director appointed by the Tribunal under section 242, before the expiry of the period of his office after giving him a reasonable opportunity of being heard. To remove a Director from a Company, it is important to ensure the Company would have the minimum required number of Director after removal of the Director. If so, then the resignation letter along with the required form must be filed to effect the resignation of the Director.

Directors are appointed by the shareholders of a company for the management and control purposes. Appointment or removal of a director or designated partners maybe required due to various reasons.A company can remove a director if he incurs any of the disqualifications specified under the Act, absents himself from board meetings over 12 months. Startup Setup is an online platform that provides speedy and affordable services to make changes in the corporate information of your company or enterprise. Experts can help you file the necessary filings to add a director from your company or remove a director from your company.

Highlights

Compliance by Director

Every director has to disclose about his directorship in other companies every year. The same need to be done in specified format as prescribed. Such records are to be kept at the registered office of the company.

DIN

Director Identification number refers to a unique identification number that is allotted to an individual who is an existing director of a company or is proposed to be appointed as director of a company with reference to section 153 & 154 of the Companies Act, 2013.

Separate Legal Entity

An entity means something which has a real existence; a thing with distinct existence. A company is a legal entity and a juristic person established under the Act. A juristic person is a person who is not anatural person or human being.

Maintenance of Statutory Registers and Records

A Private Limited Company has to maintain various statutory registers and records as required by the Company law such as Register of shares, Register of Members, Register of Directors , Resolutions by Board of Directors etc.

Memorandum and Articles

The Memorandum of Association is a document that sets out the constitution of the company. It contains, amongst others, the objectives and the scope of activity of the company besides also defining the relationship of the company with the outside world.

Borrowing Capacity

A company enjoys better avenues for borrowing of funds. It can issue debentures, secured as well as unsecured, accept deposits from the public, etc. Even banking and financial institutions prefer to render large financial assistance to a company rather than partnership firms or proprietary concerns.

FAQs

Can a Company Director be removed from Office?

Yes - generally. The members of the company can by ordinary resolution remove a company director. Extended notice of 28 days is required and the director is entitled to be heard on the resolution at the meeting. However, a director holding office for life as set out in the company's constitution can only be removed if the correct procedure for the alteration of the constitution is followed. Independent legal advice should be sought on serious and contentious issues.

Can a person be disqualified from acting as Director?

Yes. A person can be disqualified by way of: (a) Disqualification order by the court; or (b) Accepting and signing a disqualification undertaking offered by the Office of the Director of Corporate Enforcement.

What is procedure to remove Director ?

Share Holders can remove a director by passing ordinary resolution at a General Meeting of the Company.

Can a Director be removed if after removal the requisite number of directors falls below the required limit?

No, a Director cannot be removed if after removal the requisite number of directors falls below the required limit.

No, a Director cannot be removed if after removal the requisite number of directors falls below the required limit.

There are no limitations in terms of citizenship or residency to be a director. But the person should be 18 or above 18 years of age.

How do I get DIN ? What are the documents required ?

Identity Proof, Address Proof, signed affidavit and a Digital Signature (DSC) are required to get DIN.

What is the procedure for adding a director?

A new Director can be added to the Board of Director by passing an ordinary resolution in an Annual General Meeting or an Extraordinary General Meeting. Ordinary resolutions can be passed by a simple majority.

Process Flow

Calling a Board meeting


Our expert team will prepare minutes of Board meeting as required for the removal of the Director






1 Day


Intimate the Director


Our expert team will prepare documents as required for intimation to be given to the Director to be removed




1 Day


Documents prepared


Our team shall prepare such documents as required to take appropriate actions for adding or removal of a director.





1 Day


E Filing


Our expert team will file various e-forms like DIR 12 to give effect to the same.




1 Day






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