Change of Directors

Change in Director

Seamlessly Manage Director Appointments, Resignations, and Removals

Tax Pal Solutions helps companies update their board of directors efficiently, ensuring full compliance under the Companies Act, 2013. Our experts handle all ROC filings, draft legal documents, and manage end-to-end compliance.

Why Choose Tax Pal Solutions?

• Drafting of Board Resolutions & Consent Letters
• Filing DIR-12, DIR-6 & all required MCA forms
• End-to-end compliance with Companies Act, 2013
• ROC filings handled by verified legal experts
• Trusted by 20,000+ Indian businesses

Ratings

What is a Change in Director?

A change in director refers to any alteration in the company’s board composition, including:

• Appointment of a director
• Resignation of a director
• Removal of a director
• Change in designation or personal details

Officially recording these changes ensures accurate company records and builds trust with shareholders and regulators.

Common Reasons for Director Changes

• Resignation: Personal reasons, new opportunities, or retirement
• Removal: Non-performance, misconduct, or shareholder/board decision
• Appointment: Adding expertise, filling vacancies, or board expansion
• Designation Change: Role adjustment (e.g., Executive to Non-Executive Director)
• Update of Personal Details: Address or name change in MCA records

Laws Governing Director Changes in India

Director Appointment Process

1. Obtain DIN: Apply via Form DIR-3 if the director doesn’t have one
2. Board Meeting: Approve appointment and pass board resolution
3. Consent: Obtain Form DIR-2 from the proposed director
4. Filing with RoC: File Form DIR-12 within 30 days of appointment
5. Special Resolutions (if required): File Form MGT-14 for whole-time directors

Director Resignation Process

1. Resignation Letter: Director submits in writing
2. Board Meeting: Acknowledge resignation and pass board resolution
3. Filing by Company: Submit Form DIR-12 to RoC within 30 days
4. Filing by Director: Optionally file Form DIR-11 to notify RoC directly

Director Removal Process

1. Special Notice: Shareholder holding ≥1% voting power or shares worth ₹5 lakh issues notice
2. Board & EGM: Consider notice, pass ordinary resolution in EGM
3. Filing with RoC: File Form DIR-12 to report removal

Updating Director Particulars

Change of Address or Designation

• Form DIR-6: Update address, nationality, or other details
• Documents needed: Proof of new address, PAN copy, photo, DSC
• File DIR-12 if designation changes
• Update MCA records once approved

Name Change

• Requires supporting documents (gazette notification, updated PAN)
• File DIR-6 and certified board resolution

Essential MCA Forms

Government Fees for Director Changes

Late Filing Penalty: ₹100/day delay, no upper cap

Other Costs: DSC, professional fees, stamp duty (if applicable)

Updating Other Registrations

• GST: Update authorized signatory on GST portal
• Bank Accounts: Submit board resolution, KYC documents, DIN, updated bank mandate
• Licenses: IEC, PF, ESI, FSSAI, RERA, sector-specific regulators