Resignation of directorship

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THEIVASANKAR (Querist)
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31 January 2011 A pvt company having 2 directors at the time of Registration stated as Permanent Directors, after that one person appointed as director through form no.32 The one of the director appointed through MOA, (Subscribers to the memorandum)who wants to relieve from the company for personal reason. He send the intimation to the company Registered office and ROC, Coimbatore, Chennai through Registered Post. He is having acknowledgment for those intimation letters. Till now there is no reply for such resignation from ROC, & Registered office. The existing Directors have not take any steps for filing form No. 32. They refuse to do that. Kindly let me know what procedures to be followed for my resignation.

udit sharma

udit sharma (Expert)
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01 February 2011 In my opinion since your resignation is not subject to the approval of the Board of Directors of the Company, it will take effect immediately or from such date as mentioned in your resignation letter. Filing of Form 32 is a procedural part to be complied with by the Company. Merely because the same has not been filed by the Company with ROC, that does not mean that your resignation will not take effect until the same has been filed and approved by ROC.

You have already sent an intimation of your resignation as Director of the Company from your side and is in receipt of acknowledgement of the same, so no need to worry.

Non-Compliance is on the part of the Company and not on your part.

Your resignation will be effective from the date of your resignation letter itself provided it is not subject to the approval of the Board of Directors of the Company. So to be sure please check your terms of appointment/Articles of Association of the Company.

God Bless

CS Udit Sharma

Jayashree S Iyer

Jayashree S Iyer (Expert)
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02 February 2011 Dear Udit,

Please note that the resigned director is the one who was appointed as PERMANENT DIRECTOR as per ARTICLES at the time of incorporation.

In such a case whether acceptance of his resignation will be automatic? I presume NO. Only with the consent of other directors he can be relieved.

Experts please share your views.

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