Director

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Querist : Anonymous

Querist : Anonymous (Querist)

02 May 2013

Hello friends

I hv 2 appoint a director in a public co and at the same time i hv 2 resign a director from that company. The Co has 3 directors at present.
If the consent letter of a director has been received on 05.04.2013 and a resignation letter has been recd on 30.04.2013. how should i proceed.
Also, i wanna clarify that if i show eogm for the appointment of director the eogm is held before the consent letter is recd or after the consent letter is recd the co hold eogm.

Ankur Garg

Ankur Garg (Expert)
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02 May 2013 The above situation is not a very serious issue. Please find below number wise process:

1. Simply take DIN no. of new director
2. Hold board meeting and take note of resignation of outgoing director. In this board meeting fix date time and place for having EGM.
3. Hold EGM on due date and pass resolution for appointment of new director. This appointment would be w.e.f. 05.04.2013.
4. First file form 32 for appointment of new director.
5. After update of ROC records about new appointment file second form 32 for resignation of director. Resignation of director would be w.e.f. 30.04.2013 or date mentioned in the resignation letter.

The gap of 4-5 days does not make any difference as long as you are taking steps to fill the vacancy.

Thanks

Querist : Anonymous

Querist : Anonymous (Querist)

02 May 2013 Thanks for your prompt reply.

I wanna clarify one more thing, since the consent letter is of 05.04.2013, and on the same day if a bm is called to hold eogm on 30.04.2013 for the appointment of director.on the very day, i.e on 30.04.2013 a bm is called for the resignation of this director.
Then both the events will be shown on 30.04.2013 and we can do the same in one form 32.
is it feasible?

Ankur Garg

Ankur Garg (Expert)
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02 May 2013 Yes it is very much feasible.
Note one thing we need to take note of the resignation in the board meeting as a good practice. But acceptance of resignation in board meeting for an ordinary director is not a pre-condition for filing form-32 for resignation.

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