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Director Appointment & Change in Directors Services

Companies may need to appoint a new director, change an existing director's role, or record a director's resignation. These changes involve more than an MCA form: eligibility, consent, board/shareholder approvals, DIN/DSC status and statutory filing requirements must be checked. CorporateWalla assists with director appointment, resignation and related MCA compliance, including document preparation, resolution support and applicable filing coordination.

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Director Changes Covered

The service can cover:

  • Appointment of a new director
  • Appointment of an additional director
  • Appointment of a nominee director, where applicable
  • Regularisation of an additional director, where applicable
  • Resignation of a director
  • Change in designation
  • Change in director particulars
  • Cessation due to other statutory circumstances
  • Related MCA filing support

The exact procedure depends on the company type and nature of the change.

Appointment vs Resignation

These are separate statutory events.

Appointment

The company must establish that the proposed appointee is eligible, has the required consent and approvals, and that the necessary filings are completed.

Resignation

The company must record the resignation, update its statutory records and complete the applicable MCA filing. The resigning director may also have separate statutory obligations. See Director Resignation.

Do not treat a resignation as simply deleting a director from MCA records.

Eligibility and Disqualifications

Before appointment, the company should check applicable provisions concerning:

  • DIN
  • Consent to act as director
  • Declaration regarding disqualification
  • Age and other statutory conditions
  • Maximum number of directorships
  • Company-specific composition requirements
  • Resident-director requirements where applicable
  • Independent/nominee/special-category requirements where applicable

Eligibility is fact-specific. A person being eligible to hold a DIN does not by itself establish that every company can appoint that person as a director.

DIN and DSC

A proposed director generally needs a valid Director Identification Number (DIN) unless the applicable statutory process provides otherwise.

The filing process also relies on the appropriate Digital Signature Certificate (DSC) and MCA account/filing credentials.

If the proposed individual does not have a DIN, the correct DIN-allotment route should be identified before filing.

Director Resignation Process

Step 1: Obtain resignation

Obtain the director's written resignation and determine the effective date.

Step 2: Board action

Take the required board action and record the resignation in the minutes/records.

Step 3: MCA filing

Complete the applicable MCA filing, generally including DIR-12 for the company's cessation filing.

Step 4: Statutory record update

Update the register and other corporate records.

Step 5: Director-side compliance

Where applicable, the resigning director may have a separate filing/notice obligation. The exact requirement should be checked under the current Companies Act/rules.

Documents for Resignation

For resignation:

  • Resignation letter
  • Effective date
  • Board resolution/minutes
  • DIR-12-related information
  • Director's separate filing documents where applicable

The exact document set may vary based on nationality, DIN status, residential status, appointment type and company structure.

Foreign National Director

A foreign national may be appointed subject to applicable Companies Act, DIN, identity/address documentation, DSC and other statutory requirements.

Foreign nationals may require additional documentation such as passport and address proof, with attestation/notarisation requirements depending on the document and jurisdiction.

Additional Director vs Director

An additional director is appointed under a specific statutory mechanism and generally holds office until the relevant AGM, subject to the applicable provisions.

Appointment of an additional director is not identical to ordinary shareholder-approved appointment in every circumstance.

Independent and Nominee Directors

Independent directors and nominee directors have additional eligibility, declaration, appointment and compliance requirements.

These should be handled as specialist cases rather than using the standard director-appointment checklist without modification.

Board Composition Considerations

Before changing directors, check whether the proposed change affects:

  • Minimum number of directors
  • Resident-director requirement
  • Woman-director requirement, where applicable
  • Independent-director requirement, where applicable
  • Committee composition
  • Key managerial personnel requirements
  • Quorum and board functioning

Removing a director without checking the resulting board composition can create a separate compliance problem.

Director Appointment Timeline

The actual timeline depends on:

  • DIN availability
  • DSC status
  • Document readiness
  • Whether shareholder approval is required
  • Notice period
  • Board/AGM schedule
  • MCA portal processing
  • Resubmission, if any

Pricing

Director appointment/change pricing is scope-based. Factors may include:

  • Appointment vs resignation
  • DIN requirement
  • Number of directors
  • Foreign-national documentation
  • Board/shareholder approval requirements
  • Special-category director
  • Number of filings
  • Resubmission
  • Related corporate changes

A simple domestic director appointment and a foreign-national appointment can have materially different scope.

What Is Not Guaranteed

  • MCA approval/processing time is not guaranteed.
  • DIN allotment timing is not guaranteed.
  • A filing will not always be accepted without resubmission.
  • Eligibility cannot be guaranteed without reviewing the proposed director and company.
  • Appointment does not automatically resolve board-composition requirements.
  • Resignation does not automatically eliminate historical liabilities or statutory responsibilities.
  • Government/MCA fees cannot be guaranteed to be waived.

Transparent 3-tier pricing

Pick the speed and depth that matches your need. Same quality, same CA team — only the timeline changes.

Single Director

Custom quote

Timeline: Quoted on DIN status and approval route

Company requirements review
Proposed director verification
Consent and disqualification declaration
Board resolution
DIR-12 filing
Shareholder resolution and notice
Foreign-national documentation
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With Approvals

Custom quote

Timeline: Quoted on approvals and number of directors

Company requirements and board composition review
Proposed director verification
Board and shareholder resolutions
Notice and explanatory statement where applicable
DIR-12 filing
Statutory register updates
Foreign-national documentation

Complex Change

Custom quote

Timeline: Quoted on foreign-national and special-category scope

Foreign-national director documentation
Special-category director appointments
Combined appointment and resignation
Multiple directors and filings
Board composition review
Resubmission handling

Government fee — paid by you at actuals

MCA filing fees, and any additional fees, are payable separately as applicable. Government/MCA fees cannot be guaranteed to be waived.

Every price above is a professional fee, excluding GST and government charges. 50% on delivery.

Director appointment and change work is quoted on scope, because a simple domestic director appointment and a foreign-national appointment can have materially different scope. The fee depends on appointment vs resignation, DIN requirement, number of directors, foreign-national documentation, approval requirements, special-category directors, number of filings, resubmission and related corporate changes. The professional fee excludes GST and MCA government fees.

How it works

Step 1

Review company requirements

Check the current board composition, Articles of Association, minimum/maximum director requirements, special category requirements and the vacancy or appointment trigger.

Step 2

Verify proposed director

Review identity documents, DIN status, DSC, consent, disqualification declaration and other required declarations.

Step 3

Prepare corporate approvals

Depending on the appointment, prepare the Board resolution, shareholder resolution, special resolution where required, and notice and explanatory statement where applicable.

Step 4

Complete appointment

Pass the required resolution and record the appointment in the company's statutory records.

Step 5

MCA filing

File the applicable MCA form, generally including DIR-12 for changes in directors/key managerial personnel, subject to the current form and circumstances.

Step 6

Update records

Update the register of directors, board records, statutory registers, authorisations, bank/contract records where relevant and other regulatory records as applicable.

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Documents required

PAN
Address proof
Identity/address documents
Photograph
DIN details
DSC
Consent to act as director
Declaration regarding disqualification
DIR-2 and other applicable documents
Board/shareholder resolution
Company constitutional documents where required

Why CorporateWalla®?

Director appointment

Eligibility, consent, DIN/DSC status and the correct approval route are checked before the appointment is recorded.

Resignation support

Resignations are recorded, filed and reflected in statutory records as a separate statutory event, not simply deleted from MCA records.

Document and resolution preparation

Board and shareholder resolutions, notices and declarations are prepared for the specific appointment type.

MCA filing coordination

The applicable MCA filing, generally DIR-12, is coordinated and statutory registers and board records are updated.

Frequently asked questions

For company-level reporting of appointment or cessation, DIR-12 is commonly used, subject to the current MCA form and the specific event.

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