Remove Director
Removal of Director is a legal process through which a company removes an existing director from its board, either by shareholders’ approval or due to statutory disqualification, as per the Companies Act, 2013. The removal must be properly approved, documented, and filed with the Ministry of Corporate Affairs within prescribed timelines.
Proper compliance ensures transparency and avoids future disputes or penalties.
Remove Director
When Can a Director Be Removed?
Director fails to perform duties
Breach of trust or misconduct
Disqualification under Companies Act
Absence from board meetings
Conflict of interest
Shareholders’ decision
Modes of Removing a Director
Removal by Shareholders
Director removed through an Ordinary Resolution in a General Meeting.
Removal Due to Disqualification
Automatic removal due to disqualification under law.
Vacation of Office
Director vacates office as per statutory provisions.
Key Legal Points
Special notice may be required
Director must be given an opportunity to be heard
Board & shareholder resolutions are mandatory
Filing of DIR-12 is compulsory
Documents Required
PAN & Aadhaar of director
DIN details
Board resolution
Shareholder resolution
Notice & explanatory statement
Digital Signature Certificate (DSC)
Company incorporation documents
Director Removal Process
Issue special notice (if applicable)
Conduct Board Meeting
Call General Meeting
Pass Ordinary Resolution
File DIR-12 with MCA
Update statutory registers
Timelines & Penalties
DIR-12 must be filed within 30 days
Late filing attracts additional MCA fees
Non-compliance may result in penalties and legal complications
Why Choose Logicway Advisors?
We ensure smooth and compliant director removal:
Legal feasibility assessment
Drafting notices & resolutions
End-to-end MCA filing
Director disqualification checks
Post-removal compliance support
Remove a Director with Legal Accuracy
Director removal involves strict legal procedures — do it right the first time. Contact Logicway Advisors today for expert support.