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Home / Company Law & Secretarial Services / Appointment of Key Managerial Personnel
Last updated: 2 October 2026
Larger companies must appoint key managerial personnel — a managing director or CEO, a company secretary and a CFO — and every private company with paid-up capital of ₹10 crore or more needs a whole-time company secretary. Our team checks what applies and completes the approvals and filings.
Under section 203 of the Companies Act, 2013 and Rule 8 and 8A of the Managerial Personnel Rules:
Based on sections 196 and 203 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Last updated: 27 September 2026.
Provision on whole-time KMP
Paid-up capital that triggers a whole-time CS
Filed within 30 days of a KMP change
Filed by public companies for managerial appointments
To fill a vacancy in a whole-time KMP post
Remuneration limits in some cases
KMP gaps are easy to miss as a company grows.
A private company raises capital and does not appoint a whole-time CS.
A CFO or CS leaves and the post stays vacant beyond six months.
KMP appointments and resignations not reported in DIR-12.
KMP compliance links to board changes.
Appointments and resignations.
The yearly calendar.
Board processes.
When capital crosses limits.
Which KMP are mandatory for your company.
Terms and remuneration checked against the Act.
Board resolution passed.
Shareholder approval where required.
DIR-12 and MR-1 filed.
Register of directors and KMP updated.
Plan replacement before the six-month window closes.
DIR-12 filed within 30 days of the resignation.
Filled within six months by the board.
Responsibilities assigned during the gap.
Penalties apply for failing to appoint mandatory KMP.
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Yes, if its paid-up capital is ₹10 crore or more.
The managing director or CEO or manager, whole-time director, company secretary and chief financial officer.
Listed companies and public companies with paid-up capital of ₹10 crore or more.
Within six months of the vacancy.
DIR-12 within 30 days; public companies also file MR-1 for managerial appointments.
ACS – Director, Expertvuw Management Pvt Ltd
This work is handled by Expertvuw’s team, with filings made on the MCA portal. Certifications and audits required by law are issued by independent practising professionals engaged for your case.