NOT PRESENT IN BOARD MEETINGS If a director fails to attend consecutive 3 board meetings during 12 months in a year with or without leave of absence then as per section 167 of the companies act, 2013 it will be considered as that the director has vacated the office. The company has to file DIR-12 and intimate the Registrar for removal of such director due to absence from the meeting After filing of DIR-12 the registrar will remove the name of the director from its register and will update on the MCA database. BY A SPECIAL NOTICE A director appointed can be removed in the general meeting of the company by passing ordinary resolution except if the director is appointed by the either by the tribunal or he is appointed under section 163 of the companies act, 2013. A special notice is required for the removal of the director and the procedure is as follows: A board meeting shall be called by circulating seven days notice to all directors before the meeting In the Board meeting of the company, a board resolution shall be passed for the removal of the director along with calling of the general meeting A notice for calling the general meeting shall be circulated to all the shareholders and directors along with the notice for removal of the director at least 21 clear days before the meeting In the general meeting, the shareholders of the company will decide the removal of the director and if majority members make their decision in favor of removal of the director then the director has to vacate his position from the directorship of the company An opportunity of being heard shall be given to the director before passing any resolution for his removal in the meeting Once the resolution for removal of a director is passed the company has to file DIR-12 along with the copy of the resolution passed to the registrar for the intimation of such removal After receiving the form from the company the registrar will remove the name of the director from its register as well as from the MCA database and the registrar will update such change on its website. BY DIRECTOR ITSELF A director can resign itself from the position of the directorship of the company by giving his resignation letter to the board of directors of the company. A director can anytime gives his resignation there is no restriction on it but the resignation should be in written no oral resignation is acceptable. After receiving the resignation letter the process will be as follows: The director should send his resignation letter in writing to the board of directors of the company After receiving the resignation letter the company has to conduct the board meeting for passing the resolution for acceptance of the resignation. For holding the meeting the company has to circulate 7 days prior notice to all the director At the board meeting, the director will discuss the matter of resignation and they may accept the resignation of the director. After acceptance of the resignation, the board needs to pass a board resolution for such After passing board resolution for the removal of director the company needs to file the form DIR-12 for such resignation of the director along with the resignation letter and board resolution. The form will be signed by the existing director of the company by his DSC After receiving the form the registrar will remove his name from the directorship of the company and will update it on master data of the company on the MCA website.