Resignation of director - compliance new companies act 2013

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

15 November 2014 Dears,
I have a query wrt. resignation of director in Pvt. company.
I want to understand the end to end compliance requirement from the respective of the Company and the Director, interms of accepting resignation, filing of necessary forms and the onus of doing so under the New Companies Act 2013

My specific query is wrt. resignation of a foreign director in a private company.

Thanks in advance.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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19 November 2014 DIRECTORS RESIGNATION UNDER COMPANIES ACT, 2013:-.
1. The Director intending to resign shall send notice in writing to the Company. The resignation of a director shall take effect from:
The date on which the Notice Is Received by the company or
The Date, If Any, Specified by The Director in the notice, whichever is later.
2. The director who has resigned shall be liable even after his resignation for the offences which occurred during his tenure.
3. The law has caste duty upon the Director Resigning, to File Form DIR- 11 (Company shall file form DIR 12) and
Mention therein the Reason for Resigning.
Enclose the copy of Notice sent to the Company.
Enclose Proof Of Dispatch.
File the said form within 30 days of resignation along with the prescribed filing fees.

Duty of Company in case of Resignation by Director As per section 168 (1):
A director may resign from his office by giving a notice in writing to the company and the Board. The company shall on receipt of such notice;
Take note of the same by passing a board resolution to that effect and
As per Rule 15 of Companies (Appointment and Qualification of Directors) Rules, 2014 the company shall intimate the Registrar through Filing Of Form Dir.12 Within 30 Days From The Effective Date of Resignation on its website, if any.
Company is also required to Place the Fact of Such Resignation in the Report of Directors laid in the immediately following general meeting by the company.

Duty of Resigning Director in case of Resignation: A director shall also forward a Copy of His Resignation Along With Detailed Reasons for the resignation to the Registrar within 30 (Thirty) days of resignation through filing of Form DIR.11 under his Digital Signature. It means it will be mandatory for all directors to have Digital Signature under Companies Act-2013.

Effective date of Resignation:
As per section 168 (2), the resignation of a director shall take effect from the date on which the notice is received by the company or the date, if any, specified by the director in the notice, Whichever Is Later.
SECRETARIAL PRACTICE:
As discussed above E-forms to be filed in case Resignation of Director are form DIR.11 and DIR.12.
Filing of Form DIR.11 is the responsibility of resigning director under his/her digital signature and
Whereas Filing of Form DIR.12 is the responsibility of Company.