Resignation of Director

Introduction

Facilitate Director Resignations with Precision - Trust CorpIQ

Following the due procedure for the resignation of a director can be as critical as their appointment. At CorpIQ, we specialize in streamlining the resignation process with utmost adherence to corporate laws and regulations. Our seasoned team of Chartered Accountants, Company Secretaries, and Lawyers is dedicated to ensuring that your company manages this transition smoothly and in full legal compliance.

CorpIQ's DIRECTOR RESIGNATION SERVICES OFFER:

- Regulatory Expertise: We are constantly updated with the latest corporate governance requirements, ensuring that your director's resignation is processed according to the most recent laws and guidelines.

- Meticulous Documentation: CorpIQ takes charge of preparing and reviewing all necessary documentation, including the drafting of the director's resignation letter and the necessary board resolution.

- ROC Filing Proficiency: Our team efficiently files the appropriate forms with the Registrar of Companies (ROC), managing the administrative tasks with accuracy and attention to detail.

- Compliance Checks: We conduct thorough compliance checks to ensure that all procedural steps for the resignation are fulfilled, mitigating any risk of non-compliance.

- Advisory Support: CorpIQ provides advisory services to help your company understand the implications of the director's resignation and ensure a clear path forward.

- Seamless Process Transition: We aim to ensure that the director's resignation does not disrupt your company's operations. Our process is designed to be seamless, prompt, and without complications.

CorpIQ is your trusted partner in managing director resignations effectively. Let us handle the procedural necessities so you can maintain your focus on the strategic needs of your business. Reach out to CorpIQ for a consultation on director resignation procedures and ensure a compliant and smooth transition.

LEGAL SIDE OF DIRECTOR RESIGNATION:

It is possible for a director to resign from their position at any time by writing to the Board of Directors. The resignation must state the date when it will take effect. The Board must record the resignation in the minutes of its next meeting as soon as it receives it.

An oral resignation can also be submitted to the Board by the Director, but it can only be accepted if unanimously agreed upon by all directors. In the event of even one dissenting vote, the Director must submit their resignation in writing.

Resignation of a director is governed by section 168 of the Companies Act, 2013 read along with rules 15 & 16 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

 

FEATURES:

• A Director who resigns cannot exercise any of their powers or perform any of their duties as Director.
• Their wrongful acts while in office, however, remain their responsibility.
• Company's Directors can resign from the Board by filing a resignation letter with the company and notifying the ROC.
• In the notice of resignation, the following information should be included regardless of the format prescribed by the Companies Act 2013:
• Resignation date;
• Name and address of the director;
• Resignation reasons (if any);
• Director's declaration that he or she has no claims against the company.

 

DOCUMENTS REQUIRED FOR FILLING OUT FORM DIR11 WITH THE ROC?

Director of an Indian company can file Form DIR11 with the ROC with the following documents:

• An attested copy of the resignation letter addressed to the company by the director.
• A declaration from the director that he or she holds no office or position in any other company.
• Taking the director's resignation into consideration by approving a Board Resolution.
• A copy of Directors' PAN card.
• A copy of Directors' address proof.

 

RESIGNATION OF A DIRECTOR: PROCEDURE

Step. 1:

RESIGNATION NOTICE: Upon resigning, the resigning director must provide the company with a written notice of resignation, stating the reasons for the departure, as well as the date of effective resignation.

Step. 2:

ORGANIZE A BOARD MEETING: In response to the resignation notice, call a Board Meeting and pass a resolution acknowledging the resignation and authorizing a director to file the return with the Registrar of Companies.

Step. 3:

THE REGISTRAR OF COMPANIES RECEIVES THE COMPANY'S RETURN OF RESIGNATION: Within 30 days of resignation, a Return of Resignation of Directorship in Form DIR-12, together with a copy of the Board Resolution, must be filed with the Registrar. As soon as the Form DIR-12 is approved by the ROC, the details of the resigned director will be removed from the MCA portal against the relevant company.

Step. 4:

THE DIRECTOR MUST FILE A RETURN OF RESIGNATION WITH THE REGISTRAR OF COMPANIES (ROC): It is possible for a resigning director to submit a voluntary resignation along with the reasons for resignation to the Registrar of Companies within 30 days from the date of resignation by filing a Form DIR-11 with the Registrar of Companies.

RESIGNATION OF THE FOREIGN DIRECTOR:

Resigning directors who are foreign directors and the company have already submitted their DIR-12 applications may authorize a practicing company secretary, chartered accountant, cost accountant, or any other resident director to sign Form DIR-11 and file it on their behalf to explain their resignations.