RESIGNATION OF DIRECTOR WITHOUT MAKING CONTRIBUTION
This query is : Resolved
10 July 2021
Dear Sirs
My client recently registered a pvt. ltd. Co. with the name of 4 directors , The name of directors was registered in MCA portal , MOA & AOA of the Co. has been also printed but at the time of capital contribution to bank only 3 director are contribute equal fund, 1 director denied to contribute his share & want to resign from the company. rest of 3 directors are agreed .Please clarify is there any rule to resign director and exclude his name from MCA portal before making his contribution to bank.
My client recently registered a pvt. ltd. Co. with the name of 4 directors , The name of directors was registered in MCA portal , MOA & AOA of the Co. has been also printed but at the time of capital contribution to bank only 3 director are contribute equal fund, 1 director denied to contribute his share & want to resign from the company. rest of 3 directors are agreed .Please clarify is there any rule to resign director and exclude his name from MCA portal before making his contribution to bank.
12 July 2021
It's not mandatory to be a shareholder of the company to become it's director. But if one wants to resign then he has to send a written communication of resignation to the company. On receipt of such resignation letter, the company has to take note of it and it's acceptance in the board meeting. Then within 30 days from the date of resignation by director, company has to file DIR-12 with ROC.
20 July 2021
See, this is not case of only resignation. It is a different case.
1. He can resign there is no issue as Ms. Deepa mentioned.
2. But if as he was the subscriber of memorandum. it is mandatory for him to contribute the amount.
1. He can resign there is no issue as Ms. Deepa mentioned.
2. But if as he was the subscriber of memorandum. it is mandatory for him to contribute the amount.
20 July 2021
So, as per CS Divesh it is mandatory to contribute capital if his name is appeared in memorandum.contribution though cheque or other mode is must before making his resignation .... Is am I right? please reply.
20 July 2021
1. he can resign there is no issue. It is not relating to the contribution.
20 July 2021
But, untill unless he will not contribute for capital. He will be liable to contribute for the same.
20 July 2021
As mentioned in question that other 3 shareholders contributed in equal ration it is not allowed. if fourth person also was subscriber of MOA.
20 July 2021
Is it possible to resign director , not to contribute any capital also exclude his name from ROC portal by making any declaration signed by him that his contribution will be paid rest of directors into bank and his part of share divided into rest of directors?
20 July 2021
No, it is not allowed that he will not contribute for share capital.
20 July 2021
Is he authorize any person/director to make contribution on his behalf ? Actually he is not agreed to contribute anything from his own fund ...what is the consequence if out of 4 directors mentioned in MOA , rest of 3 directors contribute there share of capital in the bank account of the co. or also deposit equal share of resigned director with there contribution ?
21 July 2021
Actually, whatever you mentioned above not allowed. AFter become subscription he cant deny to contribute. If he is denying you should file court case against him for recovery.
21 July 2021
A subscriber cant say that other person will contribute on his behalf.
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