How to Remove or explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
A director can resign voluntarily or be removed by shareholders. Both routes require filings with the RoC. Here is how each works.
Resignation
- The director submits a resignation letter to the board
- The company files DIR-12 within 30 days
- The director may optionally file DIR-11
Removal by shareholders
- Requires an ordinary resolution with special notice
- The director gets an opportunity to be heard
- File DIR-12 after removal
Note
Ensure the company retains the minimum required number of directors after the change.
Frequently Asked Questions
How does a director resign?
By submitting a resignation letter; the company files DIR-12 (director may file DIR-11).
How is a director removed?
By an ordinary resolution with special notice, after giving the director a hearing.
What form is filed on director removal/resignation?
Form DIR-12.
Can a company go below the minimum directors?
No — it must appoint a replacement to meet the minimum.
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