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Removal of director's name form aoa

Deepti Aggarwal (Assistant Company Secretary) (143 Points)

12 April 2013

Hey Frnds,

Plz help me out with this.

Form 1, 18 & 32 were filed for a pvt ltd as on 10.04.2013 but one of the director doesn' t want to remain director of the proposed Co. and he gave his NOC as on 11.04.2013 and till date, COI is not rec. by us, so my ques is whether can we remove the name of that director from AOA, or we have to file form 32 only as the last option.???

waiting for soon reply.. !!

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6 Replies

Law Aspire (CS) (755 Points)
Replied 12 April 2013

Your Query is not clear. Pls clarify it

Sneha (Company Secretary) (1594 Points)
Replied 12 April 2013

Acc to my perception, after the reqd filing of Form - 1, 18 and 32 it is not possible to change the AOA. You have to file Form 32 for the resignation of the director.

You may also talk to concerned ROC for the same.

CA Darshak Shah (Practicing CA) (1889 Points)
Replied 12 April 2013

Well, the ideal operation will be to talk to concern ROC and inquire about the status,

Try to obtain Resubmission from ROC for form 1 & 32.

Atleast if you get resubmission of form 1 than you need to attach NOC in point number 4.

It will help you to avoid future share transfer procedures.

If you also get resubmission for form 32 than attach noc again in form 32 and filed with changed directors.

This will probably solve the matter.

Wait for other experts opinion as well.

Regards

Deepti Aggarwal (Assistant Company Secretary) (143 Points)
Replied 12 April 2013

Thanks a lot for replying

Mr. Darshak Shah, i want to ask whether, is it possible that, we request ROC for resubmission and after that we resubmit Form 1 with New MOA & AOA and Form 32 woth Changed Director, then no need to file NOC and also plz tell me that in how much time we can request for resubmission.??

CA Darshak Shah (Practicing CA) (1889 Points)
Replied 12 April 2013

Well,

You can request Assistant ROC over there and ask for resubmission of the same. The ultimate decision is upto ROC only.

NOC will have to be attached since while filing form 1A, you have mentioned the details of promoter and any subsequent change has to be supported by NOC.

Refer Form 1-Attachment Number-4.

Regards

Pavan Zavar (NA) (57 Points)
Replied 14 April 2013

Deepti,

you have to ask for resubmission immediately..as ROC may go ahead with approving 1, 18, 32 and your company may get incorporated.. Nothing could be done as discussed above once your forms got ROC approval and company is incorporate.