Add a Director & Remove a Director
Adding and removing a director from a company can be a significant decision that requires careful consideration and compliance with legal requirements. Here are the steps involved in adding or removing a director:
Adding a Director:
- Check the company's Articles of Association: The Articles of Association is a document that outlines the rules and regulations of a company. Check whether it includes any specific requirements or restrictions for appointing a new director.
- Check eligibility: Ensure that the person you want to appoint as a director is eligible to hold the position under the Companies Act, 2013.
- Hold a board meeting: Call for a board meeting and pass a resolution to appoint the new director. Make sure that the resolution is recorded in the minutes of the meeting.
- File the necessary forms: Within 30 days of appointing a new director, file the necessary forms with the Registrar of Companies (ROC). The forms include DIR-12 and DIR-2.
Removing a Director:
- Check the Articles of Association: Similar to appointing a director, check whether the company's Articles of Association contain any specific requirements or restrictions for removing a director.
- Call for a board meeting: Call for a board meeting and pass a resolution to remove the director. Make sure that the resolution is recorded in the minutes of the meeting.
- File the necessary forms: Within 30 days of removing the director, file the necessary forms with the ROC. The forms include DIR-12 and DIR-11.
- Notify other stakeholders: Notify other stakeholders, such as employees, customers, and partners, about the director's removal.
It is important to note that the process of adding or removing a director can be complex and may involve legal implications. Therefore, it is recommended to seek professional assistance to ensure compliance with all legal requirements and to minimize any potential risks.