01 November 2010
can you please clarify 1)on the death of director, what are the steps to be taken by company like (filing form 32) 2)do we need to pass board resolution for transfer of share from the director who is dead to remaining director, if so can you please draft the resolution for that purpose. 3)other than form 32 & share transfer any other formalities has to be done by the company, if so please mention it.
02 November 2010
1. In case of death of a Director, you will have to file form 32 for cessation of office within 30 days of the event. SInce, it is a private limited company and the no. of Directors are two, pursuant to the death of the Director,if only one Director remains on the Board, convene a Board Meeting and appoint a person as an Additional Director, so that the provisions of section 252(1) are not violated.
2. On appointment of Additional Director, you will be required to file Form 32 within 30 days of his appointment along with his consent to act as Director.
3 However, in case the requirements stipulated under section 252(1) are already met, there is no need to appoint Additional Director. In that case Form 32 is to be filed only for cessation of deceased director.
02 November 2010
In case of private limited company, consent letter need not be filed along with e-form 32. However, the company should obtain a declaration from the said director stating that he/she is not restrained/disqualified/ removed for being appointed as director of a company under the provisions of section 203,274,388E, among others, of the Companies Act,1956. This declaration should necessarily be kept in the records of the company.
03 November 2010
thank you all for your kind reply, can anybody tell about transmission of share from one director to another (private comapny)after death of one of the director, whether company has to file any form for this purpose, any resolution has to be passed, anyother requirement please mention about it and please tell me how to draft resolution for that purpose
03 November 2010
First of as per my opinion no resolution is necessary for transimmission of shares.\
Transmission will be done by filing the same form for share transfer i.e. form 7BB in physical format and not online.
As a secretary you have to just endorse the name of transfree i.e.the name of the person /nominee who will be entitled to get the share of deceased person on the opposite side of the orif=ginal certiifcate.
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