Procedure for Appointment of Director
Director Appointment as Per Companies Act 2013
Director Appointment also referred to an appointment of a director in private limited company, as per company act 2013, is applicable. in the case where a company is already registered and you are being appointed to the Board
Process of Director Appointment / Director Addition
The following are the steps to follow for Director Appointment/ Director Addition in a company
- Obtain Digital Signature
- Submit your KYC ( Pan, Aadhar, DL, Bank Statement/Telephone Bill)
- Request the Company in which you are proposed to appointed to Apply in the e Form DIR 3
- Post Verification has allowed DIN, by the Ministry of Corporate Affairs
Types of Director Appointment
In the Director appointment happens after the AGM date ( Annual General Meeting Date), that is in that the director can be appointed as ” Additional Director”. To hold office till the End of the AGM and at the Subsequent AGM the appointment can be regularised
Rules Relation to Appointment of Director
Hence, E-Form DIR-12 has to filed pursuant to Sections 7(1) (c), 168 & 170 (2) of the Companies Act, 2013 and Rule 17 Of Companies (Incorporation) Rules , Rule 8, 15 & 18 of Companies (Appointment and Qualification of Directors) Rules, 2014 which has to reproduced for your reference.
Section 168:
(1) A director may resign from his office by giving a notice in writing to the company and the Board shall on receipt of such notice take note of the same and the company shall intimate the Registrar in such manner, within such time and in such form as may be prescribed and shall also place the fact of such resignation in the report of directors laid in the immediately following general meeting by the company:
Provided that a director shall also forward a copy of his resignation along with detailed reasons for the resignation to the Registrar within thirty days of resignation in such manner as may be prescribed.
(2) The resignation of a director has taken effect from the date in which the notice has received by the company or the date, it has specified by the director in the notice, whichever is later:
Provided that the director who has resigned shall be liable even after his resignation for the offenses which occurred during his tenure.
Section 170(2):
Therefore, A return containing such particulars and documents has to prescribed, of the directors and the key managerial personnel, has to file with the Registrar within thirty days from the appointment of every director.
as the case may be, and within thirty days of any change taking place.
Rule 17:
Therefore, The particulars of each person mentioned in the articles as the first director of the company and his interest in other firms or bodies corporate along with his consent to act as a director of the company shall be filed in Form No.DIR-12 along with the fee as provided
Rule 8:
Every person who has appointed to hold the office of a director shall on or before the appointment furnish to the company a consent in writing to act as such in Form No. DIR-2:
Provided that the company shall within the thirty days of the appointment of a director, file such consent with the Registrar in Form No. DIR-12 along with the fee as provided
Rule 15:
The company shall within thirty days from the date of receipt of notice of resignation from a director. Intimate the Registrar in Form DIR-12 DIR-12 (Form for Appointment of Director) and post the information on its website if any.
Rule 18:
A return containing the particulars of appointment of director and changes therein shall be filed with the Registrar. in Form DIR-12 (Form for Appointment of Director) along with such fee has provided within thirty days of such appointment or change, as the case may be.
DUE DATE TO FILE APPOINTMENT OF DIRECTOR
Existing company is required to file an eForm DIR-12 for particulars of its directors of the company with the Registrar, within 30 days from the date of appointment/ resignation and of any change taking place in their designations with the ministry of corporate affairs
Conclusion
The incoming director and the company needs to make the documents and process very clear. To avoid future litigations and issues, file all the documents and keep the records clean to avoid regrets later
In case of any help or assistance in filing your director resignation, contact Virtual auditor support team on 9962260333 / mail us [email protected], our team will guide through the entire process and help you comply
