Director Selection Under Section 152 of THE COMPANIES
ACT, 2013.
A person who is appointed or elected to the board of directors
of a firm and is responsible, along with other directors, for the formulation and implementation of corporate policy.
Section 168(3) of the Act 2013 determines whether all
directors of a company resign or vacate their offices
by Section 167 of the Act 2013 of the company, the Founder,
or, failing that, the Central Government, whether all directors
of a company resign or vacate their offices by section 167 of
the Act 2013 of the company, the Founder, or, failing that, the
Central Government. A person who is appointed or elected to
the board of directors of a firm and is responsible, along with
other directors, for the formulation and implementation of
corporate policy.
The first step towards appointing a director in a company is to take consent of the proposed Director. The Consent of the proposed director to act as a Director in the company shall be filed in Form DIR 2 with all the necessary Documents.
The next step would be to obtain Digital Signature
Certificate (DSC) and DIN of the proposed Director of the
Company. As far as DSC is concerned if he does not have the
DSC, He shall obtain the DSC from the certifying authorities
of India.
While the Director Identification Number is concerned, if the
Director does not have the DIN, the first thing he needs to do
is to inform the company about the same. Then the company
shall pass a resolution regarding the same and apply for the
DIN of the proposed Director in form DIR 3. The company
shall file DIR 3 KYC with all the necessary KYC documents.
The DIN so allotted shall be once only for the lifetime of the
Director.
The appointment of the director shall be made in a general
meeting of the company. In this regard, the company shall
issue notice to all the shareholders of the company informing
them about holding an Extra Ordinary General Meeting of the
company.
Once the notice to call for EGM is issued to all the
shareholder, the next step shall be to hold the meeting on the
decided date and time and pass all the necessary resolution
for the Director’s Appointment of Director in the Company.
After passing the resolution, the next step would be to issue letter of appointment to the Director of the company. The Appointment letter must mention terms and conditions of the appointment of the Director including the salary to be payable to him.
Once all the necessary steps are completed, the company should file Form DIR 12 to Registrar of Companies within 30 days from the date of appointment of the Director along with all the necessary documents.
Appointment/Removal of Director Registration - Basic: