How To Add A Director To Your Company?
Step 1: The proposed director should obtain a DSC if they do not have a DSC.
Step 2: The proposed director should obtain a DIN in Form DIR-3 if they do not have an active DIN.
Step 3: The company should conduct a general meeting to pass a resolution for appointing the new director.
Step 4: The proposed director should consent to the company for their appointment as a director in Form DIR-2. Once the company obtains the DIR-2 from the proposed director, the person is appointed as a director.
Step 5: After the director is appointed, the company should issue the appointment letter to the director.
Step 6: After the letter of appointment is issued, the company must file forms with the ROC about the appointment within 30 days.
Detail Guide
Adding a new director to a company in India involves several steps, including ensuring compliance with legal and regulatory requirements. Here’s a step-by-step guide to help you through the process:
Step 1: Obtain Director Identification Number (DIN)
The person you want to appoint as a director must have a DIN. If they don’t have one, they can apply for it online through the Ministry of Corporate Affairs (MCA) website (www.mca.gov.in).
Step 2: Check Board Composition and Articles of Association (AOA)
Review the company’s Articles of Association to ensure that the addition of a new director is permitted and that the board composition requirements are met.
Step 3: Call a Board Meeting
The existing directors need to convene a board meeting to pass a resolution proposing the appointment of the new director. The meeting can be held either physically or through video conferencing, as per the latest regulations.
Step 4: Issue Notice of Board Meeting
Provide a notice of the board meeting to all existing directors as per the timeframe specified in the Companies Act, 2013 and the company’s AOA.
Step 5: Hold the Board Meeting
Conduct the board meeting on the scheduled date and discuss the resolution to appoint the new director. Ensure that all statutory requirements are met during the meeting.
Step 6: Obtain Consent and Declaration
The person being appointed as a director must give their consent to act as a director in writing to the company. They also need to provide a declaration stating that they are not disqualified from being appointed as a director under the Companies Act, 2013.
Step 7: File Appointment Form with Registrar of Companies (ROC)
Within 30 days of the appointment, file the necessary forms with the Registrar of Companies (ROC). The main form to be filed is Form DIR-12, along with the required supporting documents.
Step 8: Update Company’s Register of Directors
After the appointment is approved by the ROC, update the company’s Register of Directors and Key Managerial Personnel with the new director’s details.
Step 9: Update DIN and PAN Details
Update the new director’s details in their existing DIN record and ensure their PAN details are linked to their DIN.
Step 10: Update the Company’s Website and Letterhead
If applicable, update the company’s website and letterhead with the new director’s name and details.
Step 11: Inform Other Relevant Authorities
If applicable, inform other relevant authorities, such as banks, tax authorities, and regulatory bodies, about the appointment of the new director.