Removal of Director Services
📌 What is Removal of Director?
The removal of a director is the statutory process of ending a director’s appointment from a company’s board in compliance with the Companies Act, 2013. A director may step down voluntarily under Section 168, or be removed by shareholders through an ordinary resolution passed in a general meeting under Section 169, after giving the director an opportunity to present his or her case. In certain situations, such as failure to attend board meetings for twelve months, the office of the director automatically becomes vacant as provided under Section 167(1)(b).
Whether due to resignation, misconduct, disqualification, conflict of interest, or business restructuring, the procedure must be carried out properly to maintain transparency, protect shareholder rights, and avoid penalties.
📌 Why Companies Need Director Removal Services
- Ensures statutory compliance with the procedures prescribed under the Companies Act, including proper notice, shareholder approval, and MCA filings.
- Strengthens corporate governance by keeping the board accountable and aligned with the company’s goals.
- Enables operational efficiency by allowing timely induction of qualified or strategic directors.
- Builds stakeholder confidence by demonstrating adherence to due process.
- Keeps all statutory registers updated and audit-ready to prevent regulatory risks.
📌 Common Reasons for Director Removal
- Resignation submitted by the director in accordance with Section 168.
- Removal by shareholders through an ordinary resolution under Section 169 for non-performance, misconduct, or loss of confidence.
- Vacation of office due to non-attendance of board meetings for a continuous period of twelve months as per Section 167(1)(b).
- Disqualification on grounds laid down in Section 164, such as default in compliance or conviction.
- Strategic restructuring or reconstitution of the board.
📌 Key Steps in Director Removal Process
✅ Drafting & Board Approvals
We prepare the Board Resolution recommending removal and issue the required special notice under Section 115 to shareholders. The concerned director is given the statutory right to make a representation before the decision.
✅ Shareholder Approvals
We assist in convening an extraordinary general meeting (EGM) or annual general meeting (AGM) where shareholders pass an ordinary resolution under Section 169 for the removal. Proper quorum, voting, and documentation are ensured in line with legal requirements.
✅ Filing with Ministry of Corporate Affairs (MCA)
We handle timely filing of Form DIR-12 with the Registrar of Companies within 30 days of removal and, in the case of resignation, assist the director with Form DIR-11. The Register of Directors and KMP is updated as required under Section 170.
✅ Compliance Advisory & Post-Removal Support
Our team advises on appointing replacement directors under Section 152, assists in updating statutory records, and ensures that all stakeholders, including banks and regulators, are notified of the change.
📌 Why Partner With India Stat Filing
- CA & CS-backed team ensuring every step—from board resolutions to MCA filings—is compliant.
- Accurate drafting and timely filings prevent penalties and disputes.
- Professional management of shareholder approvals, notices, and statutory registers.
- Flexible solutions suitable for startups, SMEs, and large corporations.
- Transparent reporting with proactive compliance monitoring.
- Expert advisory on board restructuring and governance.
📌 Our Commitment
At India Stat Filing, we ensure the removal of directors is conducted legally, fairly, and in strict compliance with the Companies Act, 2013. Our experts manage the process end-to-end—preparing resolutions, assisting with shareholder approvals, filing MCA forms, and updating statutory registers—so your board remains transparent, compliant, and aligned with governance best practices.
📞 Get Started Today
👉 Keep your company’s board compliant and well-structured with our Director Removal Services.
📩 Contact India Stat Filing today for professional support in removing directors across India.