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.

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).

?? 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.

• 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.

1. 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.

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

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

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