The Nomination Acceptance Letter is a crucial corporate governance document required under Indian company law when appointing new directors to a company's board. This document is mandated by the Companies Act, 2013, and must be executed before or at the time of appointment of a director. The letter serves multiple purposes: it formally documents the nominee's consent to act as a director, confirms their eligibility under Section 164 of the Companies Act, declares compliance with directorship limits under Section 165, and includes various other statutory declarations. For listed companies, additional declarations regarding SEBI compliance are required. The Nomination Acceptance Letter forms part of the mandatory corporate records and must be filed with the Registrar of Companies along with Form DIR-2.
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1. Personal Details and Company Information: Full name, address, and DIN of the nominee and complete details of the appointing company
2. Acceptance Statement: Clear statement accepting the nomination as director and specifying the position (e.g., Independent Director, Executive Director)
3. Statutory Declarations: Declaration of meeting qualification criteria and not being disqualified under Section 164 of Companies Act, 2013
4. Directorship Confirmation: Confirmation of number of existing directorships held and compliance with Section 165 of Companies Act
5. Consent for DIN Filing: Consent for filing DIR-2 and other necessary forms with the Registrar of Companies
6. Disclosure of Interest: Declaration of interests in other entities as per Section 184 of Companies Act
1. Independence Declaration: Required only for Independent Directors, declaring compliance with Section 149(6) of Companies Act
2. SEBI Compliance Declaration: Required for listed companies, confirming compliance with SEBI regulations
3. Committee Position Acceptance: If the nomination includes specific committee positions, acceptance of these positions
4. Code of Conduct Acknowledgment: For companies with specific governance requirements, acknowledgment of company's code of conduct
1. Appendix A - Identity Proof: Copy of PAN card and other identity documents
2. Appendix B - DIR-2 Form: Consent to act as director in Form DIR-2
3. Appendix C - Interest Disclosure Form: Detailed disclosure of interests in other entities
4. Appendix D - Qualification Documents: Copies of educational and professional qualification certificates where required
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