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Adding a new director to your company is a strategic move that injects fresh expertise, aids in business expansion, and improves management efficiency. The Companies Act, 2013 dictates strict legal procedures for this onboarding process.
It is the formal legal procedure of inducting a new member into the company’s Board of Directors. This can include Executive Directors, Non-Executive Directors, or Independent Directors, depending on the company’s needs and legal structure.
Brings in domain experts, investors, or experienced leaders to guide the company’s vision.
Helps meet the legal requirements for minimum board structure (e.g., minimum 2 directors for a Pvt. Ltd., 3 for a Public Ltd.).
Diversifies the board’s perspective, leading to better corporate governance.
PAN Card and Aadhaar Card of the proposed director.
Director Identification Number (DIN). If not available, it must be applied for.
Digital Signature Certificate (DSC).
DIR-2: Formal Consent to act as a director.
DIR-8: Declaration of non-disqualification under the Companies Act.
Latest Address Proof (Bank Statement, Utility Bill – not older than 2 months).
Obtain DSC & DIN: Apply for a Digital Signature Certificate and subsequently a DIN for the proposed director.
Consent & Declaration: The proposed director signs the DIR-2 and DIR-8 forms.
Board Meeting & Resolution: The company holds a Board Meeting to pass a resolution approving the appointment.
Filing with MCA (Form DIR-12): Within 30 days of the appointment, the company must file Form DIR-12 with the Registrar of Companies (ROC), attaching the
resolution and consent letters.
Updating Registers: Update the Statutory Register of Directors and Key Managerial Personnel.
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