DIR-12 ROC Form: A Complete Guide to Director-Related Filings

May 20, 2025 - 18:36
May 21, 2025 - 21:27
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DIR-12 ROC Form: A Complete Guide to Director-Related Filings

Form DIR-12 is filed with the ROC for appointment, resignation, or change in particulars of directors and key managerial personnel (KMP). It's governed by the Companies Act, 2013.

When is DIR-12 Required?

  • DIR-12 must be filed within 30 days of:
  • Appointment of a director or KMP
  • Resignation of a director or KMP
  • Removal of a director
  • Change in designation
  • Change in personal details

Documents Required

For Appointment:

  • Board Resolution
  • DIR-2 (Consent)
  • Declaration under Sec 164
  • Appointment Letter

For Resignation:

  • Resignation Letter
  • Board Resolution
  • Proof of dispatch

For Designation Change:

  • Board Resolution
  • Updated Appointment Letter

Late Filing Fees (Updated)

As per Companies (Registration Offices and Fees) Rules, 2014:

  • Delay up to 30 days - 2x normal fee
  • 31-60 days - 4x
  • 61-90 days - 6x
  • 91-180 days - 10x
  • Beyond 180 days - 12x

Additional Penalty (Sec 172):

  • Company: Rs. 50,000 + Rs. 500/day up to Rs. 3,00,000
  • Officer: Rs. 50,000 + Rs. 500/day up to Rs. 1,00,000

Small Companies/OPCs: Penalty is 50% of the above

Filing Process

  1. Login to MCA Portal
  2. Download and fill DIR-12
  3. Attach signed PDF documents
  4. Get DSCs of director & CA/CS
  5. Upload & pay
  6. Save SRN for proof

Tips & Related Forms

  • Ensure DIN is active
  • Cross-verify PAN & address

Related Forms:

  • DIR-2 (Consent)
  • DIR-11 (Resignation by Director)
  • MGT-7A (Annual Return)
  • AOC-4 (Financials)

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