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Add a Director Online

Director of a company is a person elected by the shareholders for managing the affairs of the company as per the Memorandum of Association and Articles of Association of the company.

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How to Add a Director in a Private Limited Online
Call CA helps you to appoint a director in three easy steps
Step 1: Understanding the concept

We help you to understand the concept of appointing a director and solve your queries

Step: Preparation and uploading the documents

Our professional team prepare the documents and upload the forms after verifying the same

Approval

We help you in the entire process and do your approval

General Overview

Directors 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 Board whereas the appointment must be made through consent of shareholders.The Articles of Incorporation must provide for the addition of Directors. The person appointed must be eligible as per the relevant clauses in the articles of association and must give his consent to be a director in written form which the company must register with itself.Whether it is an appointment, removal or resignation, the change does not take effect until the intimation is made to Ministry of corporate affairs.

Types of Director

The following are the types of Director in Company:

Managing Director
A Managing Director means a Director who, by virtue of Articles of Association of a Company or an agreement with the company or a resolution passed in its general meeting, or by its Board of Directors, is entrusted with substantial powers of management of affairs of the company.

Whole-time Director or Executive Director
An Executive Director or whole-time Director is someone in full-time employment of the company.

Ordinary Director
An Ordinary Director means a simple Director who attends the Board meetings of a company and participate in the matters put before the Board of Directors. These Directors are neither whole-time Directors or Managing Directors.

Additional Director
An Additional Director is someone appointed by the Board of Directors between two annual general meetings subject to the provisions of the Articles of Association of a Company. Additional Directors shall hold office only upto the date of the next annual general meeting of the Company. Number of Directors and additional Directors of a company together shall not exceed the maximum strength fixed for the Board of Directors by the Articles of Association.

Alternate Director
Alternate Director is someone appointed by the Board of Directors in a general meeting to act for a Director called the “original director” during his absence for a period of not less than three months from India. Generally, alternate Directors are appointed for a person who is Non-Resident Indian (NRI) or for foreign collaborators of a company.

Professional Director
Any Director possessing professional qualifications and do not have any pecuniary interest in the company are called Professional Directors. In large companies, Professionals are sometimes appointment to the Board to utilize their expertise in the management of the Company.

Nominee Director
Banks and Private Equity investors who grant debt or equity assistance to a company generally impose a condition as to appointment of their representative on the Board of the concerned Company. These nominated persons are called as nominee Director.In a One Person Company (OPC), a nominee Director is someone nominated by the sole Director of the One Person Company to take over affairs of the OPC in case of death or incapacitation of sole Director.

Procedure to appoint a director

Apply for DSC- Person intending to become Director requires a DSC

Apply for DIN- Director Identification is a mandatory requirement for becoming a director in a company and for the same DIR-3 is filed online to obtain the DIN of a person

Documentation preparation-
  • Take consent of the person who is appointed as a director of the company
  • Notice to call for board meeting with explanatory statement
  • Resolution to be passed in the meeting for appointment of director
  • Appointment letter to be issued by the company to a director for its appointment

Filing of Form DIR-12 -File e-form DIR-12 with ROC with consent/approval letter, DIR-2 and certified true copy of resolution of meeting within 30 days of appointment of Director
 

Documents required

  1. Passport (Mandatory for a foreign Applicant)
  2. Identification proof -Self-attested PAN card (Mandatory for an Indian Applicant)
  3. Proof of residence - Electricity bill, Rental agreement, Aadhar card, Voter ID, Passport, Driving License
  4. Passport size photograph
  5. Digital Signature Certificate of the proposed Director

Why Call CA

We add the Director in your Company with complete online support. You need not to step outside your home and we guide you to enter into the business world hasselfree. At Call CA , our team helps you to understand the concept and documentation require to add the Director

FAQ's

Is it mandatory for a director to hold digital signature?

A director who is already holding a DIN can obtain a digital signature, though it is not mandatory. If a person is not holding DIN and intends to be appointed as a Director in a Company, he should obtain a digital signature for making an application for obtaining DIN to the DIN cell

Can a director be appointed by the Board of a company

Although, as per the provisions of Section 152 of the CA, 2013, the directors of the Company are required to be appointed by the shareholders of the Company in general meeting, the Board of the Company, if authorised by the AOA of the company can appoint director under following circumstances: Appointment of additional director; Appointment of nominee director; Appointment of alternate director; Appointment of director for filling casual vacancy

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.

Is there any eligibility criteria for adding a new Director?

Yes, there is and it is as follows 1. The proposed individual must be a major. 2. He or she must qualify as per the laws mentioned under the Companies Act, 2013. 3. The Members of the Board must consent to the appointment of the proposed individual. 4. It must be noted that the Companies Act does not mention any educational qualification in order to be eligible to become a Director.

Can a Company appoint another Corporate Body as its working Director?

As per the Companies Act, 2013, only individuals can serve as Directors of Public and Private Limited companies. Therefore, a corporate body cannot be appointed as a Director of any company in India. Therefore, if any LLP or Private Limited Company wants to serve as a Director, they must send a representative and then appoint that person as a Director.