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Removal of Director

Under the Companies Act, 2013, companies may need to remove a director due to resignation, disqualification, misconduct, or restructuring. This requires board resolutions, shareholder approval, and MCA filings. Liquetax ensures a smooth, transparent, and penalty-free director removal process.

What is Removal of Director?

Removal of Director is the legal process of ending a director’s association with the company by filing necessary forms with MCA. Reasons include: ? Voluntary Resignation ? Disqualification (Sec 164) ? Removal by Shareholders ? Non-attendance of Board Meetings (12 months).

Benefits

?? Legal Compliance – Keeps ROC records updated ??? Liability Protection – Prevents misuse of name post removal ?? Corporate Governance – Maintains shareholder trust ?? Avoid Disputes – Removes inactive/defunct directors ?? Mandatory MCA Filing – Avoids penalties.

Eligibility & Requirements

Applicable to Pvt Ltd
Public Ltd
OPC
LLP
Section 8 Companies.
Removal allowed via Board Resolution (resignation) or Ordinary Resolution (removal).
Not applicable to directors appointed by Tribunal/Government.

Process

Resignation by Director 1. Director submits resignation letter. 2. Board Meeting to note resignation. 3. File DIR-12 within 30 days. 4. Update ROC records. Removal by Shareholders 1. Special Notice issued. 2. Board Meeting + General Meeting. 3. Pass Ordinary Resolution. 4. Give director chance to be heard. 5. File DIR-12 with MCA.

Documents Required

Resignation letter
Board/Shareholder Resolutions
Proof of notice dispatch
Updated director list
DSC of signatory

Government Fees (if any)

• Filing DIR-12: ?300–?600 • Professional certification cost extra • No fee for resignation itself, only MCA filing

Success Stories

BlueSky Innovations Pvt Ltd – A co-founder resigned abruptly. Liquetax filed DIR-12, drafted resolutions, and updated MCA records within 48 hours, avoiding penalties.

India’s Most Reliable Legal & Taxation Partner – Liquetax

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9953596662

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info@liquetax.com

location icon Liquetax, Private Limited SF-193, Second Floor Gaur City Centre,
Gautam Buddha Nagar, Greater Noida, UP India, 201009

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