Procedure for Director Appointment or Addition in a Company Step 1: Reviewing the Articles of Association (AOA) ... Step 2: Resolution at a General Meeting. Step 3: Application for DIN and DSC. Step 4: Obtaining Director's Consent (Form DIR-2) ... Step 5: Issuing the Letter of Appointment. Step 6: Regulatory Filings with the ROC.
Form No. DIR-12 aims to simplify the process for filing application for particulars of appointment of directors and the key managerial personnel and the changes among them.
As per Act Company should file form DIR-12 on reappointment of any Director. But MCA doesn't allow the same and the no option of re appointment in form DIR-12 . Therefore, Company will not able to file DIR-12.
Form No. DIR-11 aims to simplify the process for filing application for notice of resignation of a director to the Registrar.
If the company decides to appoint a director in the middle of the year, it may appoint a director by passing a resolution in an Extraordinary General Meeting (EGM). In such a case, a company must conduct a board meeting to pass a resolution for conducting an Extraordinary General Meeting (EGM).
Some of the matters that require a special resolution are:- – Amendment of the Articles of Association. Issue of sweat equity shares. Change in the registered office of the company. Reduction of share capital.
What are the forms to be filed for adding a new director to a company? MGT-14 – Resolution passed in the general meeting regarding the appointment of the director. DIR-2 – Consent received by the proposed director to hold the position of a director in the company. DIR-12 – Particulars of appointment of the director.
For an ordinary resolution to be passed at the meeting to appoint a director, or directors, such resolution must be supported by more than 50% of the shareholders who are eligible to vote.
Typically, decisions that must made by ordinary resolution of the shareholders include: Paying dividends. Appointing and removing directors. Approving directors' service contracts. Approving directors' loans. Allotting new shares.
Appointing a director A company's shareholders can appoint directors. This is usually done by passing an ordinary resolution in favour of the appointment (ie a majority of the shareholders agree to the appointment).