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All You Need to Know

What is Appointment of Director?

Who is Director in a Company?

A Director is an individual who directs, manages, oversees, or controls the affairs of a company. This person is appointed to the Board of a company to perform duties and functions in accordance with the provisions of The Companies Act, 2013. A Director is a natural person elected by the shareholders as per the company’s Memorandum of Association and Articles of Association. The Board of Directors is a group of individuals elected by the shareholders to manage the company’s affair

Minimum number of director based on the type of the company:

Type of company No. of Director required
One Person Company
1
Private Limited Company


Public Limited Company (BOI)
2


3

Necessity / Reasons for Appointing an Additional Director in a Company

Circumstances Necessitating the Appointment of an Additional Director:

  • Unexpected Changes: In cases of sudden death, retirement, resignation, or other personal reasons preventing existing Directors from fulfilling their roles for an extended period, appointing an additional director is essential to meet the statutory requirements of the company.
  • Business Growth: To foster business growth, it’s crucial to bring in new talent for the management team.
  • New Initiatives: When a new product line or department is introduced, appointing an expert as a director is necessary to lead the team.
  • Maintaining Compliance: If the number of directors falls below the statutory limit, the company must appoint a new director to comply with legal requirements.
  • Operational Efficiency: To assign more operational responsibilities to the management without losing strategic control by the shareholders.

Eligibility Criteria for a Person to be Appointed as a Director in a Company:

  1. Articles of Association: The appointee must meet the eligibility criteria specified in the company’s Articles of Association.
  2. Age Requirement: The individual must be a major (above 18 years of age).
  3. Legal Compliance: The individual must qualify under the provisions of the Companies Act, 2013.
  4. Board Consent: The Board members must consent to the appointment of the proposed individual as a director.
  5. Educational Qualification: The Companies Act does not stipulate any specific educational qualifications for becoming a director.
  6. Nationality: Indian Nationals, Non-Resident Indians (NRIs), and Foreign Nationals are eligible to be appointed as directors in India.

Why Choose My File Tax for Appointing a Director in Your Company?

Expert Team: My File Tax comprises highly qualified Chartered Accountants (CA), Company Secretaries (CS), Lawyers, and business administrators. Our team ensures a seamless and efficient process for appointing a director.

One-Stop Solution: We are your one-stop destination for appointing a director for your company. The process is easy, quick, and cost-effective with My File Tax.

Comprehensive Services: Beyond director appointments, we assist with Private Limited Company Registration, Public Limited Company Registration, LLP Registration, HUF, One Person Company registration, and other compliance services.

Get in Touch: For a free consultation, contact our compliance manager at +91 72074 46677 or email kbharathca@gmail.com

Choose Your Package

Charges for Income Tax return filing in India

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ESSENTIAL

2299/-
(All Inclusive)

  • Documents Preparation
  • DIR 12 form filing for one director
Choose Plan
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ENHANCED

4299/-
(All Inclusive)

  • Digital Signature Certificate
  • Director Identification Number
  • Documents Preparation
  • DIR 12 form filing for one director
Choose Plan
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ULTIMATE

5299/-
(All Inclusive)

  • Digital Signature Certificate
  • Director Identification Number
  • Documents Preparation
  • DIR 12 form filing for one director
  • Director Regularisation for one director
Choose Plan

Types of Directors

An Easy understanding

A Managing Director is a director who, by virtue of the company’s Articles of Association (AOA), an agreement with the company, a resolution passed in its general meeting, or by its Board of Directors (BoD), is granted substantial powers to manage the company’s affairs.

An Executive Director is a director who is in full-time employment with the company. They are primarily involved in the core management and daily operations of the company.

In all existing companies, directors are initially registered as additional directors. This appointment is made by the Board of Directors and they can serve until the next general meeting.

An Alternate Director is appointed by the Board of Directors to act on behalf of an original director who is a Non-Resident Indian or a Foreign Collaborator. This appointment is made for the duration of the original director’s absence, which must be more than three months.

An Ordinary Director attends the Board Meetings and participates in discussions and decisions presented to the Board. They are not involved as whole-time directors or managing directors of the company.

Documents required for appointing / adding a director in a company

  • Self-attested copy of PAN
  • Self-attested copy of identity and address proof such as passport or Aadhar card or Election card
  • Consent to act as director in format of DIR-2
  • Copy of resolution passed by the shareholders
  • Notice for shareholders meeting
  • PAN card: Mandatory for an Indian Applicant
  • Passport: Mandatory for a foreign Applicant

Steps to Appoint or Add a Director in a Company

Board Resolution

My File Tax' team of experts will assist you in completing all the necessary documentation for a director appointment. After you fill in a simple checklist, we will draft and prepare all the relevant board resolutions required for the process.

DSC & DIN

We will apply for your DSC (Digital Signature Certificate) and DIN (Director Identification Number), which is mandatory for director appointment. Once allotted, we will obtain the consent letter in the prescribed format.

DIR 12 Filing

After completing the documentation for the director appointment with DIN, DSC, and the consent letter, we will file the DIR 12 form with the Ministry. Upon successful filing, we will share the acknowledgment with you via your registered email ID.

FAQs on Appointment of Director in a Company

To become a director of a company, an individual must: Be at least 18 years old. Have a Director Identification Number (DIN). Consent to act as a director. Not be disqualified under the Companies Act, 2013.

No, a body corporate cannot be appointed as a director. Only an individual can be appointed as a director of a company.

Yes, NRIs (Non-Resident Indians) and foreign nationals can be appointed as directors in an Indian company, provided they have a valid DIN and meet the eligibility criteria under the Companies Act, 2013.

A Private Limited company must have at least two directors. A Public Limited company must have at least three directors. A One Person Company (OPC) must have at least one director.

To obtain a DIN, the following documents are required: Proof of identity (such as PAN card, passport, or voter ID). Proof of address (such as Aadhaar card, utility bills, or bank statements). Passport-sized photograph. DSC (Digital Signature Certificate).

No, a person does not need to apply for another DIN if they already have one. A single DIN is sufficient for a person to be appointed as a director in multiple companies.

No, you do not need to sell or transfer your shares when you resign as a director. Your shareholding in the company remains unaffected by your resignation as a director.

Chaahna Associates offers services across various cities in India, including but not limited to Mumbai, Delhi, Bangalore, Chennai, Hyderabad, Pune, and Kolkata. Please get in touch with us to confirm service availability in your specific location.