Incorporation
We file the director's own DIR-11 (protective, director-initiated) and, once the company is ready to proceed, its DIR-12 (mandatory, within 30 days) to formally record a director's exit. Documentation and filing facilitation only. We don't represent either side in a dispute between a director and the company. Compelling an uncooperative company to file is a question for a lawyer rather than a filing service.
A director resigning is only half the process. DIR-11 is the director's own protective filing; DIR-12 is the company's, and it's the only one that actually updates the MCA record. We file both, and we're upfront about what happens if the company drags its feet on the second one.
This is the opposite direction of our DIR-12 filing for adding a director. Here, someone is leaving, and the paperwork matters more than it looks like it should, because two different filings do two different jobs. DIR-11, filed by the director personally, is optional and creates an independent dated record of the resignation. DIR-12, filed by the company within 30 days, is the only filing that actually removes the director from MCA's records.
If your company won't file DIR-12, that gap has real consequences, including exposure under Section 164(2). We handle both filings, and we're direct about where our documentation and filing facilitation stops.
Scope
Creates an independent, dated MCA record of the resignation, filed by the director personally.
The only filing that removes the director from the company's MCA master data, due within 30 days.
Documents the effective date and the board's acknowledgment.
Specifics
| DIR-11 | DIR-12 | |
|---|---|---|
| Who files it | The resigning director | The company |
| Mandatory? | No, it's the director's protective right | Yes, within 30 days under Section 170 |
| Updates the MCA record? | No | Yes, this is the only filing that does |
Liability for a missing DIR-12 falls on the company and its officers in default. It doesn't fall on the resigning director. But that doesn't remove the director from the company's MCA record either, which leaves the director exposed to Section 164(2) disqualification risk on every company they're a director of, despite having actually resigned.
DIR-11 alone doesn't fix this. It's real protection: an independent, dated record the company can't rewrite. It just isn't a substitute for DIR-12, and we won't tell you otherwise.
We haven't confirmed a specific mechanism for compelling an uncooperative company to file DIR-12, and we're not going to promise one we're not sure exists. If a company genuinely refuses to cooperate, this becomes a dispute between the director and the company, sitting outside documentation and filing facilitation. We'll tell you plainly when you've reached that point, and that it's worth talking to a lawyer.
Process
Step 1 of 4
DIR-11 filed
We file your protective resignation filing immediately, independent of the company's cooperation.
Common mistakes founders make
Clarifications
Partly. It creates an independent, dated record that you resigned. It doesn't remove you from the company's official director record and doesn't eliminate Section 164(2) exposure. Only DIR-12 does that.
As a director, you can file it yourself the same day you resign. We can prepare and file it for you immediately, without waiting on the company.
Liability for that falls on the company. It doesn't fall on you. But your MCA record stays unchanged until it's filed. If the company is genuinely refusing to cooperate, that becomes a dispute question, and we'll tell you when it's time to talk to a lawyer rather than keep this inside a filing engagement.
Same form, opposite direction. Our DIR-12 service for adding a director handles appointments; this one handles resignation and removal.
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