pvtltd.co

MCA Form Guide

DIR-12Director Appointment or Change

Quick answer: Filed by the company to inform the ROC about appointment, resignation, removal, or change in designation of directors and Key Managerial Personnel. Within 30 days of the board/shareholder resolution approving the change. ₹100/day on company and officer in default. Directors wrongly shown as active due to non-filing can attract personal liability.

Director filingTreat this as a governance task, not just a compliance checkbox, because it keeps authority and filings aligned.
Recurring filingCS certificate requiredSection 168, 170, Companies Act 2013; Rule 17, Companies (Appointment and Qualification of Directors) Rules 2014

Quick answer

Director filings are usually about keeping the company’s leadership records current. They are simple on paper but easy to overlook if the team does not track DIN hygiene centrally. All companies when directors are appointed, resign, are removed, or when designation changes (e.g., Independent Director to Whole-Time Director). For most founders, the fastest way to stay compliant is to map the filing trigger, gather the documents once, and then submit with the correct digital sign-off.

Who must file

All companies when directors are appointed, resign, are removed, or when designation changes (e.g., Independent Director to Whole-Time Director).

When to file

Within 30 days of the board/shareholder resolution approving the change.

Penalty note

₹100/day on company and officer in default. Directors wrongly shown as active due to non-filing can attract personal liability.

Filing portal

MCA portal at the official government filing system.

Evidence checklist

Director identity details, appointment records, and board resolutions are usually the key documents.

How to file

  1. 1

    Confirm whether DIR-12 is the correct filing for the event you are handling and that it matches the director filing trigger.

  2. 2

    Collect the supporting records that match DIR-12: Director identity details, appointment records, and board resolutions are usually the key documents.

  3. 3

    Prepare the form in the MCA portal, validate the entries against the company records, and make any final corrections before signing.

  4. 4

    Upload the signed form, pay the applicable fee, and save the SRN and acknowledgement for audit tracking.

  5. 5

    Store the filing evidence with your statutory records so the next cycle is faster and easier to review.

What this form is used for

Filed by the company to inform the ROC about appointment, resignation, removal, or change in designation of directors and Key Managerial Personnel. Director filings are usually about keeping the company’s leadership records current. They are simple on paper but easy to overlook if the team does not track DIN hygiene centrally. The purpose is usually either annual disclosure, a one-off event filing, or a statutory update tied to corporate records or regulatory reporting.

FAQ and compliance context

Who usually files DIR-12?

All companies when directors are appointed, resign, are removed, or when designation changes (e.g., Independent Director to Whole-Time Director).

What is the deadline for DIR-12?

Within 30 days of the board/shareholder resolution approving the change.

What happens if DIR-12 is filed late?

₹100/day on company and officer in default. Directors wrongly shown as active due to non-filing can attract personal liability.

Can the filing be tracked after submission?

Yes. Keep the SRN, acknowledgement, and final uploaded PDF in your records for audit and ROC follow-up.

Is DIR-12 a one-time or recurring filing?

This is a recurring filing — it must be filed every year (or every half-year / quarter, as specified) as long as the company remains in existence and meets the applicability criteria.

Which law or rule requires DIR-12?

Section 168, 170, Companies Act 2013; Rule 17, Companies (Appointment and Qualification of Directors) Rules 2014

Why this one matters

Treat this as a governance task, not just a compliance checkbox, because it keeps authority and filings aligned.

Related resources

Pair the filing guide with the deadline calendar and the forms hub.