Who is a Director?

A Director is an individual appointed or elected to the board of the company to manage the affairs of the company. However, in India, the appointment of directors must be according to the Companies Act, 2013 In India. According to the Companies Act 2013, The following are the main eligibility criteria to become a director:

• Minimum 18 years of age
• Should have a Director Identification Number (DIN).
• Not being disqualified under any law.

Directors can be classified into various types such as executive directors, non-executive directors, independent directors and nominee directors. Each of them has different roles and responsibilities.

Steps to appoint a director

1. Director Identification Number (DIN)

The proposed director must obtain a DIN by filing Form DIR-3 with the Ministry of Corporate Affairs (MCA). This is a unique number for each director.

2. Digital Signature Certificate (DSC)

The proposed director must also obtain a DSC (Digital Signature Certificate). It is required for signing electronic documents.

3. Board Meeting

Call a board meeting to discuss and approve the appointment. The agenda should have a resolution for the appointment of the new director. Ensure the decision is recorded in the minutes of the meeting.

4. Consent to Act as Director

The proposed director must give written consent to act as a director in Form DIR-2. This consent should be kept in the company’s records.

5. Filing with Registrar of Companies (RoC)

File the resolution and the required forms (Form DIR-12) with RoC. It should be filed within 30 days of the appointment. Attach the consent letter, DIN and other required documents.

6. Statutory Registers

Add the name of the new director to the company’s registers. Update the company’s statutory registers, including the Register of Directors and Key Managerial Personnel (KMP).

7. Appointment Letter

Issue an appointment letter to the new director mentioning their roles, responsibilities and terms of appointment.

Documents required to appoint a director

• Passport size photo
• Digital signature certificate
• Director Identification Number 
• Address proof like utility bill or bank statement
• Identity proof like PAN card, passport or Aadhaar card