Add or Remove a Director (Company)

Get finest directors on board with change of directors

Know about directors’ change in a company

Directors are the said to be brain of the company. They are the managerial personnel who control and administer the company’s operations. The rotation of directors takes place in one or the other way – either by appointment of new director or resignation of existing. Aim to carry out change of directors is always to ensure optimum combination of experts on board for interest of company.

The authority to approve the resignation of the director lies with the members of BoD whereas the appointment must be made through consent of shareholders. Whether it is an appointment, removal or resignation, the change does not take effect until the intimation is made to Ministry of corporate affairs.

Why changing directors is required?

Hire new talent on board
With the growth of business, strategies and alliances are developed, that requires inputs of each department are required for effective planning. Also, with an addition of the new product line or department, an expert to lead the team can be hired in a managerial position being director of the company. This benefits the company with specialization and focused efforts.
Assign operational responsibility without dilution ownership
Directors are responsible for day-to-day operations. With the appointment of an additional director, the shareholders can assign the operational responsibilities to directors keeping strategic control in hand. Here, a director does not require subscribing to share capital, hence, the ownership and voting rights of shareholders does not dilute with a new person on Board.
Inability to work by existing directors
The existing directors may be unable to serve the company after a certain period due to retirement or other personal reasons. Whether it is a resignation by the director or his death, the company needs to make sure that its work is unaffected. It needs to process for both discontinuations by director and appointment of a new director if any.
Number of directors fall under statutory limit
The Companies Act has prescribed the minimum number of directors in any company, which is 2 and 3 for Private and Public company respectively. At any time during the company’s existence, the number of directors shall not reduce below from the limit. The company must appoint a new director(s) within 6 months if the number reduces below 2/3.

Documents required for Addition or Removal of director

Passport size photograph of the director to be appointed
PAN Card
Self-attested PAN card of the director to be appointed
Proof of Residence
Aadhar Card/ Voter ID/ Passport/ Driving License director to be appointed
Digital Signature Certificate
DSC of the continuing director and director to be removed

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What is minimum number of directors?

Public Company
Minimum 3 directors all time

Private Company
Minimum 2 directors all time

One Person Company
Minimum 1 director all time

Change directors in 3 Easy Steps

  • Pick a Package that best fits your requirements
  • Fill in our questionnaires that take less than 10 minutes
  • Provide basic details & documents required for registration
  • Make payment through secured payment gateways
  • Assigned Relationship Manager
  • Preparation of necessary documents
  • Preparation and filing of Application
  • Updated MCA master data with modified details

All it takes is 5-7 working days*

*Subject to Government Processing Time

Process for addition or removal of directors

  • Consultancy for requirement of change of directors
  • Collection of basic Information & documents
  • Application for DSC (for director to be appointed)
  • Drafting necessary resolutions and documents
  • Provide documents required provided after signature
  • Preparation of online application
  • Filing of application for changing directors
  • Sharing master data from MCA with updated information
Explore change in directors of company

Frequently Asked Questions

Do I need to apply for another DIN, if I have already procured one?
No, you are not required to obtain another DIN. It is permanently allotted and can be used for a person’s subsequent appointment in any company/LLP.
What are the pre-requisites to add a director in company?
An individual to be added as a director must be major and qualified under the Companies Act, 2013. For the appointment, the consent of the members is also required.
Can I resign myself from the company?
Yes, a director can voluntarily resign. The notice of resignation must be served to company stating reason of resignation. Also, the resigning director needs to file a form for intimation to MCA about his resignation from company.
What should I do if number of director(s) in my company is less than 2/3?
If the total number of directors is less than the number prescribed, the company shall appoint a director(s) in the company to fulfill the requirement within 6 months from removal/resignation/death of the concerned director.
What should I know before changing directors in Private Limited Company?
While carrying change in the board of directors, the company must obtain consent from its Board and members, as required by passing a resolution. Further, the care must be taken that the number of directors does not fall below the statutory limit after removal or resignation.
Whether director needs to subscribe shares for his appointment?
There is no requirement to subscribe the shares by the director. However, if the Articles (AoA) of the company prescribe for any such subscription, it must be fulfilled as a condition for his appointment.
Can a Body Corporate be appointed as director in the company?
Only an individual can act as a director in the company. Hence, if any LLP or Company is willing to be added as a director in the company, only its representative may act as the director.
Whether NRIs / Foreign Nationals are qualified for appointment of director in Private Company?
Yes, an NRI or Foreign National can be a Director of a Private Limited Company after obtaining Director Identification Number. However, at least one Director on the Board of Directors must be an Indian Resident any time after company incorporation.
What should I do to remove a Director from a company?
In order to remove a director from a Company, the directors shall conduct a meeting of members for their consent after serving special notice in this regard. The exiting director must be given an opportunity to represent his grounds.
My director has filed his resignation, what should I do now?
Once the director has filed his resignation with the company and MCA, it is the responsibility of the company to intimate the change to MCA. The requisite e-form is required to be filed within 30 days from the resignation. Further, the vacancy of the director is also required to be filled as per the requirement.
Do I need to sale/transfer my shares while ending my tenure as director in a company?
No, even after the end of the tenure as director, a person can hold the shares in the company. However, if the shares in the company are subscribed as a condition to appointment as provided by AoA, the shares are also required to be disposed of in the manner provided in AoA.
How to transfer the shares while change of director in the company?
The shares of the company shall be transferred by way of executing the Share Transfer deed and by affixing the stamps as per the rates mentioned in the Stamp Act of the concerned State after the change.

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