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A public corporation must have a minimum of three directors, whereas every private firm should have at least two. If a director commits any of the Act's specified disqualifications, misses more than 12 months of board meetings, violates Section 184's provisions, is disqualified by a court or tribunal order, or is found guilty of a crime and given a sentence of at least six months in prison, the company may remove the director from office.
A director must be removed from a corporation if they have not followed the rules and regulations outlined in the Companies Act of 2013 or have voluntarily left their position. The removal process ensures that companies maintain effective governance and comply with statutory requirements.
Any company looking to remove a director due to non-compliance, disqualification, or voluntary resignation needs to follow this process correctly.
A director can be removed for various reasons under the Companies Act, 2013.
Removing a director brings several advantages to your company.
The removal of a director can be initiated by specific parties under the Companies Act, 2013.
The following documents are typically required to remove a director:
The removal process follows a defined sequence of checks, meetings, and filings.
A notice of a board meeting is delivered to all shareholders, and it must be held within seven days of the date of the notice.
A resolution is approved to call a general meeting and then to remove the director, subject to the consent of the shareholders present on the day of the meeting.
After giving shareholders 21 days' notice, a second shareholder meeting is held to vote on whether or not to implement the resolution adopted at the first meeting.
The director whose removal the shareholders have approved will have a chance to comment and present their case before the final decision.
After the necessary procedures are completed, the name of the concerned director is erased from the Ministry of Corporate Affairs (MCA) database and its website.
File Form DIR-12 with the Registrar of Companies within 30 days of the removal date to officially update the records.
A defined set of formalities completes the removal and updates official records.
We manage every step, document, and filing with the ROC so you can focus on your business.
We verify your eligibility and ensure all required documents are complete and valid.
Guidance on notices, board resolutions, and general meeting compliance.
Assistance in drafting board and special resolutions for removal.
Complete filing of Form DIR-12 with the Registrar of Companies within the 30-day window.
We respond to any queries or clarifications raised by the ROC.
Regular follow-up with ROC to ensure timely processing of your filing.
Updating the Register of Directors and Key Managerial Personnel.
Help preparing and organizing all required documents for the removal.
Ensuring the removed director's details are updated across MCA and other records.
Talk to a First Auditor specialist today — get a clear fee quote and document checklist before you start.
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