Director Removal
Remove a director by shareholders via Ordinary Resolution under Section 169. Director Removal takes 5 steps over about 102 days and is filed with the ROC on DIR-12.
Last updated: 10 August 2026
What if it’s filed late?
MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee. OnCompliance tracks the date and warns you before it costs anything.
What is the timeline for Director Removal?
5 steps over about 102 days, filing DIR-12 with the ROC. Each deadline below runs from the step before it.
| # | Step | Form filed | Deadline |
|---|---|---|---|
| 1 | Issue Special Notice of Intent to Remove | None | within 14 days |
| 2 | Issue Notice of General Meeting | None | within 21 days |
| 3 | Hold General Meeting & Pass Ordinary Resolution | None | within 30 days |
| 4 | File DIR-12 with ROC | DIR-12 | within 30 days |
| 5 | Update Statutory Registers | None | within 7 days |
What are the steps, in order?
The 5 steps below run in order; the day counts show how long each one allows.
Issue Special Notice of Intent to Remove
Special Notice of at least 14 days must be given by the member(s) proposing removal. Company must notify all members and the director concerned.
Issue Notice of General Meeting
Send notice of General Meeting (EGM/AGM) to all members. Minimum 21 clear days notice required.
Hold General Meeting & Pass Ordinary Resolution
Conduct General Meeting. Pass Ordinary Resolution for removal. The director has the right to be heard. Shareholder Resolution is mandatory.
File DIR-12 with ROC
File Form DIR-12 within 30 days of removal. Attachments: Ordinary Resolution (Shareholder Resolution), Notice of meeting.
Update Statutory Registers
Update Register of Directors with cessation details. Update company records, website, and letterhead.
- Register of Directors updated
- Company records updated
- Website updated
- Letterhead updated
Every guide runs like this in OnCompliance: steps in order, dates in view, paperwork made for you at each step.
Common questions
How long does Director Removal take?
About 102 days across 5 steps. The first step is: Issue Special Notice of Intent to Remove.
Which MCA form is filed for Director Removal?
DIR-12. DIR-12 is the change in directors filing under §170 of the Companies Act 2013.
What does it cost if DIR-12 is filed late?
MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee.
Can OnCompliance run Director Removal for me?
Yes. OnCompliance runs the same steps in order, dates in view, with the paperwork made for you at each step.