Add or Remove a Director

Who is a Director?
  • A Company is a legal entity and does not have physical presence. The natural person who run the affairs of the company are called Directors.
  • A Director is any person, occupying the position of Director, by whatever name called.
  • They are not servants of the Company, but professional men appointed by the company to direct and manage the affairs of the Company.
  • The directors are the brain of a company. They occupy a pivotal position in the structure of the company. Directors take the decision regarding the management of a company collectively in their meetings known as Board Meetings.
  • Every listed company shall appoint at least one woman director within one year from the commencement of the second proviso to Section 149(1) of the Act.
Procedure to Add or Remove a Director:
  • Every director shall be appointed by the company in general meeting. Director Identification Number is compulsory for appointment of director of a company.
  • A person appointed as a director shall on or before the appointment give his consent to hold the office of director in physical form DIR-2 i.e. Consent to act as a director of a company.
  • Company shall file Form DIR-12, particulars of appointment of directors and KMP along with the form DIR-2 as an attachment within 30 days of the appointment of a director, with necessary fee.
  • A company may, remove a director except the director appointed by National Company Law Tribunal u/s 242, before the expiry of the period of his office after giving him a reasonable opportunity of being heard after passing the ordinary resolution.