MCA allows resigned director to file DIR-12

Based on the several representations received regarding the difficulties faced by stakeholders in filing Form DIR-12, especially when all Directors resigned before the appointment of new Directors, MCA has temporarily allowed e-filing of such form by one of the resigned directors till an alternate mechanism is put in place in MCA 21 system. This difficulty arises because of automatic deactivation of DSC on filing of DIR-11 by the director. As a result, Form DIR-12 (Particulars of appointment of directors and the key managerial personnel and the changes among them) couldn't be filed by few companies due to lack of an authorized signatory Director.

Through GENERALCIRCULAR NO.3/2015 Dated 03-03-2015, Ministry has temporarily allowed e-filing of such form by one of the resigned directors till an alternate mechanism is put in place in MCA 21 system. This is a welcome step from MCA.MCA is authorizing the ROCs to allow any one of the resigned directors who was an authorized signatory Director to e-file Form DIR-12 along with additional fees subject to compliance of other provisions of the Companies Act, 2013

This circular does not speak about the situation when there is no Director is available for affixing the DSC. Such situation normally arises in Government companies