04 April 2015
In the case of a private ltd company with two directors with equal share holding , one of the director wants to resign and exit the company , however his resignation is not being accepted by the other director and he is not being cooperative.The director planning to resign has no control on the finances of the company . In such a a case how can he resign/exit from the company so that the legal liability due to the other director does not come on him.
As per Sec 168 of the Companies Act, 2013 a director can resign from the Board by given written notice of resignation, stating the reasons for resignation. Further, the proof of sending notice of resignation by the director to the company has to be enclosed as attachment to Form DIR-11 (form for resignation of director) alongwith the resignation letter. The form DIR-11 has to be digitally signed by the outgoing director. Hence, in form 11, the director can state the valid reasons for resignation, which would be approved by ROC if found reasonable. His liability will be restricted to the tenure during which he held office as a director in the company.
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