Changing Directors' Details

Changing directors' details in India involves updating the records with the Ministry of Corporate Affairs (MCA). This process is essential for maintaining accurate and current information about a company's board of directors. Here’s a step-by-step guide to making changes to directors' details:

Determine the Type of Change

• Types of Changes:

• Addition of Directors: Adding new directors to the board.

• Resignation of Directors: Removing directors who are stepping down.

• Change in Personal Details: Updating personal information such as address, name, or other details of existing directors.

Prepare Required Documents

• For Addition of Directors:

• Consent Letter: Written consent from the new director to act as a director.

• Declaration: A declaration from the new director that they are not disqualified to act as a director.

• Identity Proof: PAN card and address proof of the new director.

• Board Resolution: A resolution passed by the board of directors approving the appointment of the new director.

• For Resignation of Directors:

• Resignation Letter: A formal resignation letter from the director.

• Board Resolution: A resolution passed by the board of directors accepting the resignation.

• For Change in Personal Details:

• Updated Details: New details to be updated.

• Proof of Change: Relevant documents to support the change, such as a new address proof or name change certificate.

File Forms with MCA

• Login to MCA Portal: Access the MCA website and log in using your credentials.

• Select Appropriate Form:

• For Addition of Directors: File Form DIR-12.

• For Resignation of Directors: File Form DIR-12.

• For Change in Personal Details: File Form DIR-6.

• Fill Form:

• Form DIR-12: Provide details of the new or resigning directors, board resolutions, and consent letters.

• Form DIR-6: Provide updated details and supporting documents.

• Upload Documents: Attach all necessary documents and proofs as required.

• Submit Form: Review the form and submit it electronically.

Pay the Fee

• Fee Payment: Pay the requisite filing fee online through the MCA portal. The fee varies depending on the type of change and the company’s size.

Receive Approval

• MCA Processing: The MCA will process the form and documents. If everything is in order, they will update the company records.

• Certificate of Incorporation: For addition or change of directors, you will receive an updated certificate of incorporation reflecting the changes.

Update Company Records

• Internal Records: Update the company’s internal records, such as the register of directors and company records.

• Notify Stakeholders: Inform stakeholders, such as banks and regulatory authorities, of the changes if necessary.

Compliance

• Periodic Updates: Ensure that any further changes to the directors are updated with the MCA as required.

• Maintain Records: Keep a copy of all forms, resolutions, and correspondence related to the changes for future reference.

Documents Required for Director Changes:

1. Consent Letter (for new directors).

2. Declaration (for new directors).

3. Identity Proof (PAN card, address proof).

4. Board Resolution (approving changes).

5. Resignation Letter (for resigning directors).

6. Proof of Change (for updating personal details).

Protax Advisors view:

Updating directors' details is a crucial process for maintaining accurate and compliant corporate records. The MCA portal provides a streamlined way to handle these updates electronically. Timely and accurate updates ensure that the company remains in good standing with regulatory requirements and reflects the true composition of its board. For businesses, staying on top of such administrative tasks helps in smooth operations and avoids potential legal issues. Consulting with a company secretary or legal professional can help ensure that all procedures are correctly followed and documented.