Resignation of a Director
This query is : Resolved
Querist : Anonymous
Querist :
Anonymous
(Querist)
05 July 2011
When should Form 32 be filed with the ROC for resignation of a Director? Immediately on receipt of a resignation letter from the Director or after placing it before the Board of Directors Meeting.
06 July 2011
Action to be taken by the company after resignation:
After the resignation is received and the chairman of the Board has noted it, a letter informing of the receipt of the resignation will be sent to the director concerned. The Registrar of Companies shall be informed of the resignation of the director from the directorship by way of filing Form 32 (within 30 days of the communication of the letter) with the Registrar of Companies and the entry of the date of cessation will be made in the Register of directors.
At the next Board meeting, the letter of resignation will be placed before the Board and that fact will be recorded in the minutes of the meeting. It is common to place on record appreciation of the services of the concerned director. General notice of resignation of director is to be given to the public.
Also the form can be filed after board meeting but should be within 30days limit.
Remember:
Once a resignation letter is submitted to the Board, the date on which the intention to relinquish post is communicated to board would be the date from which the director ceases to be a director of the company.
[Mother Care (India) Ltd. v Prof. Ramaswamy P. Aiyar (2004) 51 SCL 243 (Kar)]
After the resignation is received and the chairman of the Board has noted it, a letter informing of the receipt of the resignation will be sent to the director concerned. The Registrar of Companies shall be informed of the resignation of the director from the directorship by way of filing Form 32 (within 30 days of the communication of the letter) with the Registrar of Companies and the entry of the date of cessation will be made in the Register of directors.
At the next Board meeting, the letter of resignation will be placed before the Board and that fact will be recorded in the minutes of the meeting. It is common to place on record appreciation of the services of the concerned director. General notice of resignation of director is to be given to the public.
Also the form can be filed after board meeting but should be within 30days limit.
Remember:
Once a resignation letter is submitted to the Board, the date on which the intention to relinquish post is communicated to board would be the date from which the director ceases to be a director of the company.
[Mother Care (India) Ltd. v Prof. Ramaswamy P. Aiyar (2004) 51 SCL 243 (Kar)]
06 July 2011
Specimen of the Board resolution for acceptance of resignation:
The Chairman placed on table a letter received from Mr. XYZ tendering his resignation from the directorship of the Company.
The Board considered and accepted his resignation from the office of the director of the Company. The Board placed on record its appreciation of the valuable services and guidance rendered by Mr. XYZ as the director of the Company. Thereupon, the Board unanimously passed the following resolution:
RESOLVED THAT the Board of directors of the Company do hereby accepts the resignation tendered by Mr. XYZ from the office of director of the Company w.e.f. ..... . and Shri ABC the director of the Company be and is hereby authorised to file form 32 to that effect to the Registrar of Companies.
The Chairman placed on table a letter received from Mr. XYZ tendering his resignation from the directorship of the Company.
The Board considered and accepted his resignation from the office of the director of the Company. The Board placed on record its appreciation of the valuable services and guidance rendered by Mr. XYZ as the director of the Company. Thereupon, the Board unanimously passed the following resolution:
RESOLVED THAT the Board of directors of the Company do hereby accepts the resignation tendered by Mr. XYZ from the office of director of the Company w.e.f. ..... . and Shri ABC the director of the Company be and is hereby authorised to file form 32 to that effect to the Registrar of Companies.
06 July 2011
General Public Notice for resignation of Director:
This is to inform all Persons, Institutions, Companies in India and Overseas, associated with the business of
Manufacturing & Marketing of ……………………………. that Mr. …………… S/o. Mr…………., R/o ………….., is no more the Director of XYZ Private Limited (Hereinafter referred to as the Company`) having its office at ……… and that Mr. DKJ has ceased to be associated with any of the business activities of the Company in any manner or capacity whatsoever.
The Persons, Institutions, Companies in India and Overseas, associated with the business of Manufacturing & Marketing of …………………… are hereby cautioned not to deal with the said Mr. DKJ for and on behalf of the Company or its group/subsidiary Companies, any further and not to deal with any person or firm or Company
purporting to represent “……………….” as its Mark, in the said business and any such dealings shall be the breach/infringement of the rights of the Company and the Company shall be entitled to take legal action against all the offenders. If any of the above said Persons, Institutions, Companies and Firms in India and Overseas, deals with him any further on our behalf, that shall be at their own risk and consequences & the Company or its group/subsidary Companies shall not be responsible for any loss or damages suffered in that behalf.
Issued on behalf of XYZ Private Limited.
XYZ Pvt. Ltd.
Add:
Date:
This is to inform all Persons, Institutions, Companies in India and Overseas, associated with the business of
Manufacturing & Marketing of ……………………………. that Mr. …………… S/o. Mr…………., R/o ………….., is no more the Director of XYZ Private Limited (Hereinafter referred to as the Company`) having its office at ……… and that Mr. DKJ has ceased to be associated with any of the business activities of the Company in any manner or capacity whatsoever.
The Persons, Institutions, Companies in India and Overseas, associated with the business of Manufacturing & Marketing of …………………… are hereby cautioned not to deal with the said Mr. DKJ for and on behalf of the Company or its group/subsidiary Companies, any further and not to deal with any person or firm or Company
purporting to represent “……………….” as its Mark, in the said business and any such dealings shall be the breach/infringement of the rights of the Company and the Company shall be entitled to take legal action against all the offenders. If any of the above said Persons, Institutions, Companies and Firms in India and Overseas, deals with him any further on our behalf, that shall be at their own risk and consequences & the Company or its group/subsidary Companies shall not be responsible for any loss or damages suffered in that behalf.
Issued on behalf of XYZ Private Limited.
XYZ Pvt. Ltd.
Add:
Date:
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