Add or Remove Director
Director appointment or resignation handled end to end — board resolutions, DIR-12 filing and clean MCA records.
- Filed Within Deadline
- Correct Appointment Route
- Complete Paper Trail
What is Add or Remove Director?
Adding a co-founder to the board, onboarding an investor nominee, or processing a director's exit — every change in directorship must reach the ROC through Form DIR-12 within 30 days, backed by the right internal paper trail: board/general-meeting resolutions, consent in DIR-2, and (for removals) the Section 169 procedure done correctly.
Taxwapsi manages the complete change: DIN and DSC for incoming directors (where needed), consent and disclosure documents (DIR-2, MBP-1, DIR-8), the correct resolution route (additional director by board vs appointment in general meeting), DIR-12 filing — and for resignations, DIR-11 guidance so the outgoing director's exit is independently on record.
Late filing attracts escalating additional fees (up to 12x normal fees) and inconsistent MCA records create diligence red flags for investors and banks. We keep the register, filings and master data perfectly aligned.
Expert Pro Tip
Outgoing directors should file DIR-11 themselves (with the resignation letter) instead of relying on the company's DIR-12 — it independently records the exit date, protecting them from liability for board decisions taken after they left.
Choose Your Package
Transparent pricing — professional fee shown, government fees extra where noted.
Starter
One appointment OR resignation.
+ Govt. Fee
Get StartedWhat you'll get
- Route assessment
- Resolutions & consent documents
- DIR-12 filing
- SRN tracking to approval
- Registers update guidance
Standard
Appointment with DIN + DSC included.
+ Govt. Fee
Get StartedWhat you'll get
- Everything in Starter
- DIN application (DIR-3)
- Class 3 DSC for new director
- MBP-1 / DIR-8 set
- DIR-11 guidance for exits
Pro
Board restructuring (multiple changes).
+ Govt. Fee
Get StartedWhat you'll get
- Everything in Standard
- Up to 3 director changes
- Section 169 removal procedure (if needed)
- Bank signatory resolution formats
- Post-change compliance checklist
- Dedicated CS support
* Timelines depend on government processing. T&C apply.
Benefits of Add or Remove Director
Filed Within Deadline
DIR-12 within 30 days — escalating MCA additional fees and compliance flags avoided.
Correct Appointment Route
Additional vs regular director, nominee vs independent — the right resolution path for your case.
Complete Paper Trail
DIR-2 consent, MBP-1 interest disclosure, DIR-8 non-disqualification — the set ROC and diligence teams check.
Exit Liability Protected
Resignations papered with DIR-11 guidance so departing directors carry no phantom liability.
DIN + DSC Arranged
New directors without DIN/DSC get both as part of the same engagement.
Investor-Ready Records
MCA master data, registers and minutes consistent — no surprises in due diligence.
How It Works — Step by Step
- 1
Change AssessmentDay 1
Appointment/resignation/removal mapped to the correct Companies Act route and documents.
- 2
DIN/DSC (if needed)Day 2–3
DIR-3 for new DIN and Class 3 DSC arranged for incoming directors.
- 3
Resolutions & ConsentsDay 4–5
Board/EGM resolutions, DIR-2, MBP-1, DIR-8 (or resignation acceptance) drafted.
- 4
DIR-12 FilingDay 6
Form filed with the ROC within the 30-day window; SRN tracked to approval.
- 5
Records UpdateDay 7
Registers of directors updated; MCA master data verified post-approval.
DSC (Digital Signature Certificate) is mandatory for this service
- Already have a valid Class 3 DSC? Perfect — no extra cost, we use yours.
- Don't have one? Order it through Taxwapsi and get up to 38% OFF — we are an authorised business partner of certificate.digital (Capricorn CA), a licensed Certifying Authority.
Documents Required
Prepare your documents in the order below — start with Document 1 and move down the list.
Director Documents
- 1
PAN of Incoming/Outgoing DirectorRequired
Identity anchor for DIN and filings.
- 2
Aadhaar / Address ProofRequired
For DIN application and DIR-12 attachments.
- 3
Passport-size PhotographRequired
For incoming director documents.
- 4
Resignation LetterIf applicable
For exits — dated and signed.
Company Documents
- 5
COI & current MCA master dataRequired
To verify board composition and limits.
- 6
DSC of Authorised DirectorRequired
For signing DIR-12.
- 7
AOAIf applicable
Checked for appointment powers and board-size limits.
Frequently Asked Questions
What is the deadline for filing director changes?
DIR-12 within 30 days of the appointment/resignation/removal. Beyond that, additional fees escalate in slabs (2x to 12x of normal fees by delay length), and chronic late filing flags the company in MCA compliance checks.
What is the difference between an additional director and a regular director?
The board can appoint an additional director anytime (if AOA permits), but they hold office only till the next AGM, where shareholders regularise them. Direct appointments otherwise happen in a general meeting. We pick the route that fits your timing.
Can a director resign even if the company doesn't accept it?
Yes — resignation takes effect from the date notice is received by the company (or a later date stated in it). The director may file DIR-11 independently; the company must still file DIR-12. Acceptance is not legally required for effect.
How is a director removed against their will?
Under Section 169: special notice from eligible shareholders, the director's right to representation and to be heard, then an ordinary resolution in general meeting — followed by DIR-12. Procedure errors make removals challengeable, so this route needs careful handling, which we provide.
What is the minimum number of directors a company must keep?
Two for a private company (three for public, one for OPC). A resignation that breaches the minimum should be sequenced with a replacement appointment — we plan both filings together to avoid a non-compliant gap.
Does a new director need DIN before appointment?
Yes — DIN is a prerequisite. It can be obtained via DIR-3 (with company sponsorship) before the appointment, or in limited cases through SPICe+ at incorporation. We process DIR-3 with DSC in 2–3 days.
What are DIR-2, DIR-8 and MBP-1?
DIR-2: the incoming director's written consent to act. DIR-8: declaration of non-disqualification (Section 164). MBP-1: disclosure of interests in other entities. All three sit in the company's records and back the DIR-12 — incomplete sets are a classic diligence finding.
Does a director change affect existing contracts and bank accounts?
Contracts continue (the company, not directors, is the party). Banks need updated signatory resolutions and KYC where the director was a signatory — our checklist covers the post-filing updates: banks, GST, licences and statutory registers.
What Our Clients Say
4.6/5(2,000+ reviews)My Pvt Ltd was registered in 12 days flat. Every step explained, pricing exactly as quoted, and the post-incorporation kit covered everything. Highly recommended.
They rescued our LLP from two years of pending filings, computed everything correctly and set up a calendar so we never default again.
Our trademark got objected and we were clueless. Their IP attorney drafted a brilliant reply — mark accepted and published within months.
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