Documents Checklist for the Removal Director Application
Removing a director from a company is a formal and legally governed process under the Companies Act, 2013. Whether it's due to resignation, disqualification, or removal by shareholders, the Registrar of Companies (ROC) requires specific documents to process the application.
This checklist will help ensure that you have all the required paperwork in place before filing for the removal of a director.
✅ Common Scenarios for Director Removal
Before diving into the checklist, here are the common removal cases:
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Voluntary Resignation by Director
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Removal by Shareholders via Ordinary Resolution
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Automatic Disqualification or Non-attendance of Meetings
Each case has slight documentation differences, which we’ll outline below.
📁 A. General Documents Required (All Cases)
| Document | Purpose |
|---|---|
| Board Resolution | To accept resignation or propose removal |
| Form DIR-12 | Mandatory ROC filing for a change in directorship |
| Digital Signature Certificate (DSC) | Required for filing DIR-12 |
| Consent of Remaining Directors (if applicable) | For quorum and record |
📄 B. If the Director is Resigning Voluntarily
| Document | Details |
|---|---|
| Resignation Letter | Dated and signed by the resigning director |
| Acknowledgement Letter | From the company accepting the resignation |
| Board Resolution | Noting and accepting the resignation |
| Form DIR-12 | Filed with ROC within 30 days |
| Proof of Dispatch | If a resignation letter was sent via email/post |
📃 C. If the Director is Removed by Shareholders
| Document | Details |
|---|---|
| Special Notice (Under Section 169) | Issued at least 14 days before the meeting |
| Board Resolution | To call an Extraordinary General Meeting (EGM) |
| EGM Notice & Agenda | Sent to all shareholders and directors |
| Minutes of the EGM | Showing the resolution passed by the majority |
| Ordinary Resolution | Passed for the director’s removal |
| Form MGT-14 | Filed for shareholder resolution (within 30 days) |
| Form DIR-12 | Filed for removal of director (within 30 days) |
⚠️ D. If Director is Automatically Disqualified / Non-Attendance
| Document | Details |
|---|---|
| Proof of Disqualification | Court order, MCA status, etc. |
| Board Resolution | Noting the disqualification or vacancy |
| DIR-12 Form | Filing to inform the ROC of the removal |
🔐 Additional Documents (Optional But Recommended)
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Affidavit or Declaration by Resigning Director
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Updated Register of Directors (Form MBP-1)
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Copy of PAN & Aadhaar of Resigning/Removed Director
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Proof of Identity and Address of Authorized Signatory
📆 Filing Timeline
| Form | Filing Deadline |
|---|---|
| DIR-12 | Within 30 days of resignation/removal |
| MGT-14 | Within 30 days (if the resolution is passed by shareholders) |
📌 Pro Tips
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Always use a valid Digital Signature Certificate (DSC) for ROC filings.
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Ensure meeting minutes and resolutions are properly signed and dated.
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Keep proof of the dispatch and delivery of all notices and documents.
📞 Need Help With the Process?
Filing director removal forms and ensuring compliance can be time-consuming. Our expert team can assist you in preparing documents, conducting meetings, and ROC filings—saving you time and penalties.