MCA vide General Circular No. 03/2015 has come out with Clarification relating to filing of e-form DIR-11 & DIR-12 under the Companies Act, 2013.

After receiving several representations about the difficulties faced by stakeholders due to deactivation of Digital signature certificate (DSC) after filing DIR 11 (i.e. notice of resignation by director) by all the directors before appointment of new directors in their places.

Such difficulty arises because of automatic deactivation of DSC on filing of DIR-11 by the resigned/resigning Director.

ln order to enable the filing of such e-forms and till an alternative mechanism is put in place in MCA21 system, it has been clarified that the Registrar of Companies within their respective jurisdictions are authorized, on request from the stakeholders, and after due examination, to allow any one of the resigned director who was an authorized signatory Director for the purpose of filing DIR-12 only along with additional fees, as applicable and subject to compliance of other provisions of Companies Act 2013.

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