Types of Directors Under the Companies Act, 2013


The governance structure of any company established under the Companies Act, 2013, relies significantly on its board of directors. These individuals, as defined under Section 2(34) of the Act, play a crucial role in shaping the strategic direction and making pivotal decisions that impact the company’s trajectory. Their appointment, whether initiated by shareholders or incumbent board members, must comply with the Act’s stipulations. This exposition explores the statutory requirements, and categorizations based on functions and appointments and introduces various types of directors as outlined in the Companies Act. By delineating the distinct classes of directors in a company, this discourse aims to provide a comprehensive understanding essential for adhering to the regulatory framework.

Statutory Preconditions

Public Companies: A minimum of three directors is mandatory, with the maximum limit capped at fifteen. A third of these must qualify as independent directors.

Private Companies: Are obliged to appoint at least two directors, with the upper limit also set at fifteen.

Individuals who meet the following criteria are not eligible to become directors:

  • Auditors of the company. 
  • Persons previously disqualified from holding directorships.
  • Individuals below the age of 18 or adjudged to have an unsound mind.
  • Persons adjudicated as bankrupt or insolvent.
  • Criteria are periodically amended under the Companies Act, 2013.

Different types of directors are outlined in the Companies Act, 2013.

Section 1: Types of Directors based on their Functions

  • Executive Directors
    Within the realm of executive directors on a board, two prominent types are delineated under the Companies Act:
  1. Managing Director: As defined under Section 2(54), this role is akin to that of a Chief Executive Officer, vested with substantial management powers.

  2. Whole-Time Director: Pursuant to Section 2(94), these directors are engaged on a full-time basis and hold significant operational responsibilities, excluding the role of CEO.
  • Non-Executive Directors
    Among the diverse array of directors on a board, two significant categories of non-executive directors are recognized under the Companies Act:
  1. Independent Directors: Their induction aims at bolstering governance transparency and operational impartiality. Eligibility is contingent upon fulfilling specific qualifications, including industrial proficiency, the absence of pecuniary interests in the company, and tenure restrictions.

  2. Nominee Directors: Appointed by certain stakeholders to ensure their interests are adequately represented within the board’s deliberations.

Section 2: Types of Directors based on their Appointment

  • Additional Director
    Appointed through provisions in the Articles of Association, their tenure must not extend beyond the forthcoming Annual General Meeting. 
  • Alternate Director
    Serves as a substitute for a director absent for more than three months, with their directorship ceasing upon the return of the incumbent director. 
  • Casual Vacancy Director
    Appointed in scenarios of untimely directorship vacatur due to resignation, disqualification, or other incapacities, ensuring governance stability.

Section 3: Types of Directors as Special Categories

  • Residential Directors
    Mandates the presence of at least one director who resides within India for a minimum of 182 days annually. 
  • Women Directors
    It is compulsory for certain classifications of companies to appoint at least one woman director, promoting gender diversity at the leadership level. 
  • Small Shareholders’ Directors
    Provisioned under Section 151 and the accompanying rules, this category caters to the representation of minority shareholders on the board.
types of directors

Please be informed that according to MCA regulations, a Director Identification Number (DIN) is generated for every individual appointed as a director, and each DIN is a unique identifier. It is mandatory for individuals with a valid DIN to update their information annually by filing e-form DIR-3 KYC. Failure to do so will result in the deactivation of the DIN.


The Companies Act, 2013, establishes a robust framework for corporate governance by outlining various types of directors on a board, their roles, and appointment criteria. This comprehensive stipulation ensures that companies maintain a balanced composition of their board, promoting accountability, diversity, and strategic insight. Compliance with these provisions not only fulfills statutory mandates but also significantly contributes to the ethical and efficient management of corporate entities.

Would you like to add or remove a director? Hurry up! Legal Terminus can provide valuable assistance in smoothly and efficiently handling the appointment or resignation process. Our experts ensure a hassle-free and timely transition, helping you fulfill your legal and regulatory obligations effectively. Reach out to us now to take advantage of our expert services and free consultation.


This document is intended for informational purposes and provides a general overview of the kinds of directors as per the Companies Act, 2013. It should not be construed as legal advice. Entities and individuals must consult legal experts to ensure compliance with the specific legal requirements and interpretations of the Act.

Prepared by:
CS Shipra Mishra
(B. Com., LL.B, FCS, IP, TM Agent)

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