14 February 2018
Dear sir Please give your valuable opinion on the following matter-
in case of resignation of director under section 168 of the Companies Act, 2013, whether it is allowed to sign e form DIR-11 by the director other than resigning director of the company by giving authorisation letter to other director who will sign this form on behalf of resigning director to the Registrar.
25 July 2025
Great question about the **signing of e-Form DIR-11 on resignation of a director** under Section 168 of the Companies Act, 2013.
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### Key points on signing e-Form DIR-11:
* **Section 168(1)** requires a director who resigns to **give a notice in writing** to the company. * **MCA’s e-Form DIR-11** is the prescribed form for intimating the Registrar of Companies (ROC) about the resignation. * **Rule under MCA mandates** that the **resigning director must digitally sign the DIR-11 form personally**. * The form captures the **declaration and consent of the resigning director**, so it must come directly from him/her.
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### Can the resigning director authorize another director to sign DIR-11 on his/her behalf?
* **No, this is not allowed**. * The **MCA portal requires the DSC (Digital Signature Certificate) of the resigning director** to sign the form. * There is **no provision in Companies Act or MCA guidelines allowing authorization/ delegation of signing DIR-11 to another director**. * Allowing a third party to sign would defeat the purpose of personal declaration by the resigning director.
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### Practical advice:
* The resigning director must have a **valid DSC** registered with MCA to digitally sign the DIR-11 form. * If the resigning director does not have a DSC, he/she must apply for one (which can be done from India). * The company can assist the resigning director in obtaining DSC or filing the form, but **the actual signing must be done by the resigning director**.
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### Summary:
| Question | Answer | | ----------------------------------------------------------------------- | --------------------------------------------------------- | | Can DIR-11 be signed by other director on behalf of resigning director? | No, not allowed. Resigning director must personally sign. | | Is authorization letter valid for signing DIR-11? | No, MCA does not accept authorization for DIR-11 signing. | | What if resigning director does not have DSC? | He/she must obtain DSC to file DIR-11. |
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If you need, I can guide you or the resigning director on how to apply for a DSC or file DIR-11 on MCA portal. Would that help?