Dir 11 filling before dir 12

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Dear Members,

In our client company 2 new director were appointed in place of 2 old director.

Both the old  directors filed their DIR11.

Company has to file DIR 12 for both the appointment of new directors & resignation of old directors. But the company is unable to file the same because signature validation error is coming since the directors filed their DIR11 first. So no signatories left in the company. But the name of the previous directors is being reflecting in the list of signatories at MCA because company has not filed DIR 12.

In this regard, complaint has also been filed vide Ticket No.: 1223936, they told a procedure to validate is as follows:-

Kindly note that we are not authorized to make any change in this regard. Please contact concerned ROC to get directors added through BO Portal”

Now the problem is that the company is not able to appoint its directors.

Kindly suggest me the suitable option available to resolve this matter. As company is not able to apply loan and filling related to company act compliances.

 

 

Replies (6)

Not sure whether this problem is resolved. Was curious to know. 

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.

Ministry had received several representations about the difficulties faced by stakeholders due to deactivation of Digital signature certificate (DSC) following en masse resignation of all the directors of a company before appointment of new directors in their places. The difficulty arose 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.

Please find attached hereiwth the relevnat circular issued by MCA on 03/03/2015.

 

Regards

Shilpa 

Exactly it was the basic problem why the Ministry has come up with the above circular. The situation is quite simmilar as the ticket was answered by the ROC people. However, now there is clarity.

 

 

Thanks members for update. MCA took 7 months to issue such circular. However, its good. I hope ROC would not take much time to resolve these matters.

Can a director file DIR 11 after company  updating DIR - 12 ?

As DIR 11 is to filed by the resigning director alone & company dosent interfere.


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