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Lawizer

Appointment of Director & DIR-12 Filing

Legally add a director to your Board, handling board resolutions, **DIR-12 filing**, and MCA formalities to ensure full compliance.

Lawizer handles all procedural steps under the Companies Act, 2013, for a smooth and compliant director appointment.

The Importance of Formal Appointment

Appointing a director is a statutory requirement that involves specific forms (DIR-2 and DIR-12), board approvals, and filing with the Registrar of Companies (ROC). A compliant appointment is essential for legal validity and governance.

Key Benefits of a Compliant Appointment

Boosts transparency and trust among stakeholders

Protection from penalty and legal actions

Eligibility to raise unsecured loans from the Director (as applicable)

Ensures compliance under the Companies Act, 2013

Formalizes the structure and decision-making authority of the Board

Pre-Requisites for Director Appointment

Before proceeding with the appointment, ensure the following are in order:

ROC Return filing must be up to date

DIN of minimum 1 director should be in 'Approved' status

One valid DSC (Digital Signature Certificate) of an existing director

Appointee must be an Indian Resident (if required)

Lawizer Deliverables

All filed e-forms with MCA (DIR-12)

MCA payment challan

Board Resolution draft

Consent letter draft (DIR-2)

Proper record keeping and statutory compliance

Frequently Asked Questions

A) Documents required from Director: PAN Card, Residence Proof, DIN declarations, Consent letter for appointment (DIR-2) etc. B) Documents required from Company: Board Meeting Resolution for Appointment and Letter of Appointment. Lawizer will assist in preparing and filing these documents with the ROC.

A Consent Letter (Form DIR-2) is the written approval by the proposed director confirming acceptance of appointment. It must be submitted to the company before filing DIR-12.

Form DIR-12 is filed with the MCA portal to notify the appointment of a director.

Filing DIR-12 within the time limit generally attracts a nominal fee. Standard filing fee example: ₹300 (subject to MCA fee schedule).

Private Limited Company: 2 Directors. One Person Company: 1 Director. Public Limited Company: 3 Directors.

Default maximum is 15 directors. To exceed 15, the company must follow the procedural steps under the Companies Act.

Minimum age is 18 years. For a Managing Director, minimum age is typically 21 years where applicable.

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