Directors resignation from private ltd company


This query is : Open 

(Querist)
17 June 2017 What is the procedure for accepting a Directors (A) resignation and inducting a New Director(B)Director A has gifted all his holding to the new Director(B).What is the procedure of changing the signatories in the Company and in the company's bank account?Do we need to change or append anything in the MOA and AOA, as the outgoing Director is the founder Director of the Company?With Regards.

17 June 2017 (A) The Director resigned has to send resignation letter to the company.
The Director resigned has to e-file form DIR-11
The company has to convene board meeting to approve the resignation
The company as to e-file form DIR-12.

New Director has to take DIN if not taken earlier.
New Director has to give consent to act as director.
The company has to convene Board of Directors meeting to appoint the Director.
The company has to give an appointment letter to the director.
The company has to e-file form DIR-12

(B) To gift the holdings, share transfer form ( form no.SH-4) has to be executed by the directors.
The company has to convene Board meeting to approve the share transfer.

To change the signatories. pass board resolution.
To give certified copy of the resolution to the bankers.
The new signatory has to take Digital signature.

The company need not alter the MOA and AOA

vt2rbi (Querist)
18 June 2017 Sir, Many many thanks .

vt2rbi (Querist)
24 July 2017 Sir, is it possible that the company file the DIR 12 instead of the outgoing director?


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