It is probable to add or remove a director from the company anytime. There are several reasons behind removing a director from a company, and such reasons rely on three approaches. Regardless, Lawgical India is always ready to guide you through the process of removing a director from your company and ease the entire procedure for you.
Specifications of Participation to remove director of company
The members or stockholders who are keeping shares of more than a sum of 500000 INR as their paid-up capital shares for a notice period or are holding more than 1% of the entire voting power can mail a particular declaration to the company for the procedure of removal of directors in company law.
Shareholders are entitled to form the decision regarding the time, date, and venue of the meeting to remove director of company. However, the specific notice should not be sent prior to three months from the time of the Board meeting. Even though the resolution of the board meeting is to be moved at least 14 days former than the date of the meeting. The future director has given the alternative of being heard about the meeting previous than the board of directors of the company in the procedure to remove director of company. If the objects are dignified by the board of directors and the stockholders, then they can eliminate the procedure for removing the director.
Procedure To Remove A Director In Company:
You can remove a director in company through the following steps:
Publish a Notice
The primary step is to publish a proper notice under Section 115 of the Companies Act of 2013. This notice should be given at least fourteen days before the meeting, excluding the day on which the notice gets to serve as per Section 115 of the Companies Act, 2013.
Notice Issue to Company members
The second step is to inform every member of the company through notice, like in the case of a general meeting. The company should make sure that notice is given to every shareholder.
Suggestion to the Proposed Director for Removal
After the company conveys the shareholders through an issue of notice, the third step is sending a suggestion to the proposed director for removal from the company’s board.
Conduct a General Meeting for the removal of the director in private limited company
The fourth important step is to assemble a general meeting for approval of at least 90% of shareholders for the removal of director in private limited company in the general meeting.
Opportunity for the right to be heard
After shareholders attend the general meeting to remove a director, that director should be given an opportunity to be heard before being removed from the control board and company’s management.
Filling out Form DIR-12 with ROC
When a shareholders meeting is called, the subsequent phase is to inform the Registrar of Companies (ROC) by delivering form DIR-12 to the ROC within 30 days of the meeting’s termination. This step is an important step of the procedure for removal of director.
Director’s appointment for casual vacancy
When removing a director from a company, it is understandable that a casual vacancy pops up due to his removal. Thus, any company requires to fill this casual vacancy concurrently with the removal of director in a private limited company.
Appointment of director due to casual vacancy to be dejected
After a company creates a provision for the appointment of a new director because of a casual vacancy, it is fundamental to update ROC in e-form DIR-12 about his appointment within 30 days from the date of a general meeting. Don’t forget this step while following the procedure for removal of director.
Procedure To Remove A Director In Company:
You can remove a director in company through the following steps:
Publish a Notice
The primary step is to publish a proper notice under Section 115 of the Companies Act of 2013. This notice should be given at least fourteen days before the meeting, excluding the day on which the notice gets to serve as per Section 115 of the Companies Act, 2013.
Notice Issue to Company members
The second step is to inform every member of the company through notice, like in the case of a general meeting. The company should make sure that notice is given to every shareholder.
Suggestion to the Proposed Director for Removal
After the company conveys the shareholders through an issue of notice, the third step is sending a suggestion to the proposed director for removal from the company’s board.
Conduct a General Meeting for the removal of the director in private limited company
The fourth important step is to assemble a general meeting for approval of at least 90% of shareholders for the removal of director in private limited company in the general meeting.
Opportunity for the right to be heard
After shareholders attend the general meeting to remove a director, that director should be given an opportunity to be heard before being removed from the control board and company’s management.
Filling out Form DIR-12 with ROC
When a shareholders meeting is called, the subsequent phase is to inform the Registrar of Companies (ROC) by delivering form DIR-12 to the ROC within 30 days of the meeting’s termination. This step is an important step of the procedure for removal of director.
Director’s appointment for casual vacancy
When removing a director from a company, it is understandable that a casual vacancy pops up due to his removal. Thus, any company requires to fill this casual vacancy concurrently with the removal of director in a private limited company.
Appointment of director due to casual vacancy to be dejected
After a company creates a provision for the appointment of a new director because of a casual vacancy, it is fundamental to update ROC in e-form DIR-12 about his appointment within 30 days from the date of a general meeting. Don’t forget this step while following the procedure for removal of director.
Important Documents for removal of directors in company law
FAQ's
Few doubts important to be resolved quickly
A director can be removed in three approaches:
- By providing the resignation to the director
- If the director is not present at board meetings for twelve months
- By the shareholders, if they consider it essential.
Yes, a company director can be eliminated without their approval. Nevertheless, follow a stringent process for the procedure for removal of director.
The minimum number of directors needed depends on the company type. For a one-person company, it is one; for a private company, it is two; a public company must have three directors.
A person cannot be in the position of a company director if they are not eligible under the AoA, if they are undischarged insolvent, or if a court order limits them.
A company can have a maximum of 15 directors.
Yes, the procedure is 100% online; we will take care of the physical actions completely. We will give you a dashboard on which you can contentedly do anything.
Yes, a person with a criminal record can be a company director, as long as they are not constrained particularly by a court order.
In that case, the impresario or promoter will handle everything. Without a promoter, the central government will offer directors on a provisional basis to direct the Company operations until fresh directors are selected.
Yes, they should have a DIN and a proper Passport. If that person does not hold a DIN, they should apply via the Company if that person aspires to become a Director of the company.
