Add a New Director to the Board of Directors of the Company

We handle everything, from obtaining a DIN for the new director to drafting the resolution and completing filing of Form DIR-12 to the ROC. Start the procedure for only 999/- and pay the remainder conveniently after it has finished.

Documents required for Director

  • Pan Card Copy (Mandatory)
  • ID Proof (Any one) – Driving License/ Voter ID/ Passport Copy/ Aadhaar Card
  • Passport Size Photograph
  • Consent Letter in DIR-2 from New Director

Appointment will be done in 3 simple steps

  • Apply for DIN for New Director if not available
  • Held Board meeting to approve appointment
  • Filing of form DIR-12 to the MCA.

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Appoint of Directors

An Overview- Appointment of Directors in a company

According to the Companies Act of 2013, the AoA (Articles of Association) is the document that authorises the Board of Directors to dismiss or appoint company directors.

The shareholders elect a company's directors to manage the company's activities in line with the MOA and AOA. Consequently, a director must be a live individual, and the company's administration is devoted to its Board of Directors. Depending on the demands of the company's shareholders, the appointment of Directors may be required from time to time.

In a public or private company, two-thirds of the directors are appointed by the shareholders. The remaining one-third of directors are appointed according to the provisions of the Articles of Association.

Articles of Association of a private company may stipulate the method for appointing any and all directors. The shareholders must appoint the directors if the Articles of Association are silent on the matter.

Directors Requirement

Minimum and Maximum number of Directors

  • Private Limited Company :-  Every private limited company must have a minimum of two directors.
    The maximum number of directors for a company is 15.
  • Public Company :- Each public limited company must have a minimum of three directors.
    The maximum number of directors for a firm is 15.
  • One Person Company:- Every one-person company must have a minimum of one director.
    The maximum number of directors for a firm is 15.

After shareholders adopt a special resolution at general meeting, any company may appoint more than 15 directors.

Director’s Appointment Procedure

Adding a director is more difficult than one may expect.

  • Step 1: Determine if the company's articles of incorporation (AOA) allow for the addition of the new director. If the business's Articles of Association do not contain such provisions, the Articles of Association must be amended to permit the installation of a new company director.
  • Step 2 The prospective director must then sign Form DIR-2 to indicate his or her willingness to serve as a director.
  • Step 3: The board of directors of the company must pass a resolution naming a specific individual as a director.
  • Step 4: Obtain the new director's DSC (digital signature certificate) and DIN (director identification number).
  • Step 5: Collect the required papers and information, then submit Forms DIR-2, DIR-12, and DIR-8 to the ROC.

Reason for adding/ changing director

  • The following are the most commonly reported reasons for adding or replacing Company directors:

To seek out fresh talent

  • As your company grows and changes, you will need new employees to fulfil shifting needs and solve new difficulties. It is legitimate to seek to enlarge or modify the top management.

There will be no ownership diluting.

  • Directors are often responsible for the daily operations of a company. By adding or electing a new director, owners may outsource more operational responsibilities without giving up strategic control.

Existing board members' ineffectiveness

  • It is possible that the existing directors are unable to meet the responsibilities of the position, or that they are retiring, experiencing family difficulties, suffering from medical problems, or leaving for other personal reasons. Consequently, new directors must be appointed.

To comply with the statutory limit

  • Each business model requires a certain number of directors. If a current director passes away unexpectedly or decides to resign, you will need to nominate a replacement.

Documents required for the appointment of directors

The following documents are necessary for the appointment of directors:

  • PAN Card
  •  Address supporting evidence (electricity bill, rental agreement, Aadhar Card, Voter ID, Passport, Driving License)
  •  Passport-sized photograph
  •  Digital Signature Certificate (DSC) of the prospective Director

NOTE- 1. A PAN card is required for Indian applicants.

2. A valid passport is required for overseas applicants

 

HELP & FAQs

What is the purpose of Form DIR-6?

Inform the ROC of any changes to the Director's personal information.

What is the time restriction for notifying a company of the appointment of a director?

Within 30 days of appointment, the DIR-12 must be filed.

What are the eligibility requirements for appointing a new director?

Any anyone above the age of eighteen who is not disqualified under section 164 of the Companies Act of 2013 may be nominated as a company director.

Can I apply for a second DIN?

An individual cannot apply for a second DIN. Section 159 of the Companies Act 2013 makes it a penal crime.

Who are independent Board Directors?

Independent directors are members of the board of directors who have no financial or economic ties to the firm or any affiliated individual. They play a crucial function in the organisation, as they contribute to the enhancement of its standards and credibility.

 

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KNAP Advisory : We Care | We Deliver | We Honor

We have been especially crucial in ensuring startups are compliant with India's complex legal structure. We accept responsibility and obligation on behalf of the business owners and co-founders for adhering to all legal requirements. We strive to deliver a wide range of quick, effective, and compliance-focused services to any company or individual with a startup mentality. We are abide by our motto:- We Care, We Deliver, We Honor.