DIR-12 on a director's resignation (company's filing)

• Every company that receives a notice of resignation in writing from a director

• section 168(1) and (2)read the provision
• Companies (Appointment and Qualification of Directors) Rules, 2014, rule 15read the provision
• MCA e-filing page for Form DIR-12

• Record the date the company received the written notice of resignation.
• Have the Board take note of the resignation.
• Work out the effective date under section 168(2): the later of the date of receipt and any date the director specified.
• Prepare the website posting that rule 15 requires.

1. 1Log in to the MCA21 V3 portal as a business user.
2. 2Open Form DIR-12.
3. 3Select cessation as the nature of the event.
4. 4Enter the DIN of the director and the effective date of cessation.
5. 5Attach the notice of resignation.
6. 6Attach the Board's note of the resignation.
7. 7Sign the form with the digital signature of an authorised signatory.
8. 8Pay the filing fee.
9. 9Submit the form within 30 days of receiving the notice.
10. 10Post the information on the company's website.
11. 11Record the fact of the resignation in the directors' report laid at the next general meeting.

MCA21 V3 portal

Chapter XI carries no penalty of its own for a late DIR-12, so section 172 applies: ₹50,000 on the company and on every officer in default, plus ₹500 for each day the failure continues, capped at ₹3 lakh for the company and ₹1 lakh for an officer in default.

• The proviso to section 168(2) keeps the director liable after resignation for offences that occurred during his tenure, so a late filing does not shift the exposure
• The register of directors and the Registrar's record show a person who has already ceased to hold office, which affects the validity questions on anything signed in the interval