A Director is an individual appointed to manage and control the affairs of the company. They act as agents, trustees, and officers of the company and play a key role in decision-making.
As per Section 2(34) of the Companies Act, 2013:
"Director means a director appointed to the board of a company."
🔍 Legal Framework for Director Appointment
Section 149 to 172 of the Companies Act, 2013
Rule 8, 9 & 15 of Companies (Appointment and Qualification of Directors) Rules, 2014
Articles of Association (AOA) of the company
👥 Minimum & Maximum Number of Directors in a Private Company
Category
Requirement
Minimum
2 Directors
Maximum
15 Directors* (can be increased with special resolution)
Resident Director
At least one director must have stayed in India for ≥ 182 days in a FY
🧾 Types of Directors Who Can Be Added
Type of Director
Description
Executive Director
Involved in day-to-day operations
Non-Executive Director
Strategic oversight, not involved in daily operations
Additional Director
Appointed by Board, holds office till next AGM
Nominee Director
Appointed by investor or government
Professional Director
Experts in law, finance, etc., added for advisory roles
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A: Yes. A person must have a Director Identification Number (DIN) before being appointed. If the individual does not have one, it must be applied through Form DIR-3.
A: Yes, a foreign national can be appointed as a director in an Indian private limited company, provided they have a valid DIN and documents are notarized/apostilled as per applicable laws.
Executive Director: Involved in daily operations, often a full-time employee. Non-Executive Director: Part of the board, provides strategic input, not involved in day-to-day management.
Board of Directors can appoint an Additional Director, subject to later approval by shareholders in a general meeting. For permanent appointment, shareholder approval is usually required depending on the Articles of Association.
PAN, Aadhaar (or passport for foreigners) Passport-size photo Email ID and mobile number DIR-2 (Consent to act as director) MBP-1 (Disclosure of interest) DSC (if not available, apply)
