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Resignation of Director

About of Service

Our Services: Resignation of Director

Comprehensive Director Resignation Services

We provide expert services to facilitate the resignation of a director from a company. Our comprehensive approach ensures that the resignation process is handled smoothly, legally, and efficiently, in compliance with the Companies Act, 2013, and other relevant regulations.

Our Scope of Services

1. Initial Consultation and Assessment:

  • Consultation: Conduct an initial consultation to understand the reasons for the director’s resignation and assess the specific requirements.
  • Regulatory Guidance: Provide guidance on the legal implications of the resignation and ensure compliance with all regulatory requirements.

2. Documentation Preparation:

  • Director’s Resignation Letter: Draft and prepare a formal resignation letter from the director. This letter must state the effective date of resignation and be signed by the resigning director.
  • Board Resolution: Prepare and draft the necessary board resolution to acknowledge and accept the director’s resignation. This resolution will document the board’s decision to accept the resignation.

3. Compliance with Legal Requirements:

  • eForm DIR-12: Prepare and file eForm DIR-12 with the Registrar of Companies (ROC) to officially notify the resignation. This form includes details such as the director’s DIN (Director Identification Number) and the date of resignation.
  • Update Company Records: Ensure that the company’s Register of Directors and other relevant records are updated to reflect the director’s resignation.

4. Post-Resignation Compliance:

  • Regulatory Follow-Up: Monitor the status of the resignation filing with the ROC and address any queries or issues that may arise.
  • Record Maintenance: Ensure that all records are accurately updated and maintained in compliance with regulatory requirements.

5. Ongoing Support and Advice:

  • Legal Advice: Provide ongoing advice regarding any legal implications of the resignation and ensure that all compliance requirements are met.
  • Additional Filings: Assist with any additional filings or documentation that may be required as a result of the director’s resignation.

6. Additional Services:

  • Transition Support: Assist with the transition process, including informing stakeholders and updating internal records.
  • Training: Provide training or guidance to company secretaries or other relevant personnel on the resignation process and compliance requirements.

Our Process

  1. Consultation: Begin with a detailed consultation to understand the circumstances and gather necessary information.
  2. Documentation: Prepare the director’s resignation letter, board resolution, and other required documents.
  3. Filing: File eForm DIR-12 with the ROC and ensure all regulatory filings are completed.
  4. Compliance: Update company records and ensure all compliance requirements are met.
  5. Support: Provide ongoing support and address any additional needs or issues.

Uses and Benefits
  • Initial Consultation and Assessment
  • Documentation Preparation
  • Compliance with Legal Requirements
  • Post-Resignation Compliance
  • Ongoing Support and Advice

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Charges Structure & Our Scope of Work

Additional Disclosure

  1. Resignation Letter: A copy of the resignation letter submitted by the director to the company, stating the reasons for resignation and effective date.

  2. Board Resolution: A resolution passed by the Board of Directors acknowledging and accepting the director's resignation.

  3. Notice to Registrar of Companies (ROC): Notification to the Registrar of Companies or other regulatory authorities about the director's resignation, as required by law.

  4. Communication to Shareholders: Disclosure of the director's resignation to shareholders through a regulatory announcement or in the company's Annual Report, if applicable.

  5. Audit Committee Notification: Notification to the Audit Committee, if applicable, about the director's resignation and any actions taken by the committee in response.

  6. Director's Successor: Details of the appointment process for a new director, including the appointment resolution and acceptance letter from the new director.

  7. Effect on Committees: If the resigning director was a member of any committees (e.g., Audit Committee, Nomination Committee), disclosure of changes to committee composition and membership.

  8. Disclosure of Conflicts: If the director resigns due to conflicts of interest or disagreements with the board, optional but recommended disclosure of such reasons to stakeholders.

Terms & Conditions

Documents & Detail Required

Documentation Work for Resignation of Director

1. Director’s Resignation Letter

  • Content: The resignation letter should include:
    • The date of the letter.
    • The director’s name and designation.
    • The effective date of resignation.
    • A statement confirming the resignation.
    • Any other pertinent details or reasons for resignation (optional).
  • Signature: The letter must be signed by the resigning director.

2. Board Resolution

  • Purpose: A board resolution is required to formally accept the resignation and acknowledge the effective date.
  • Content: The resolution should include:
    • The date of the board meeting.
    • A statement acknowledging the receipt and acceptance of the resignation.
    • The effective date of the resignation.
    • Any instructions regarding the transition or next steps.
  • Format: The resolution should be recorded in the minutes of the board meeting and signed by the board members.

3. eForm DIR-12

  • Purpose: eForm DIR-12 is filed with the Registrar of Companies (ROC) to officially notify the resignation.
  • Content: The form requires details such as:
    • Director’s DIN (Director Identification Number).
    • The date of resignation.
    • The reason for the resignation (if applicable).
  • Submission: The form must be completed and filed electronically with the ROC through the Ministry of Corporate Affairs (MCA) portal.

4. Update Company Records

  • Register of Directors: Update the company’s Register of Directors to reflect the resignation.
  • Board Meeting Minutes: Ensure that the minutes of the board meeting where the resignation was accepted are accurately recorded and maintained.
  • Other Records: Update any other relevant company records or databases to reflect the change in directorship.

5. Proof of Communication

  • Notice to Registrar: Ensure that proof of communication to the ROC regarding the resignation is retained, such as a confirmation receipt from the MCA portal.
  • Acknowledgment Receipt: Keep a copy of the acknowledgment receipt for eForm DIR-12, which confirms that the form has been successfully filed.

6. Additional Filings (if applicable)

  • Form MGT-14: If a special resolution was passed regarding the resignation, or if any changes to the company’s Articles of Association are involved, Form MGT-14 may need to be filed with the ROC.
  • Amendments: Make any necessary amendments to the company’s statutory filings or other documents as required.

Process for Document Preparation and Submission

  1. Draft Resignation Letter: Prepare the resignation letter and have it signed by the director.
  2. Prepare Board Resolution: Draft the board resolution and arrange for it to be approved and signed by the board members.
  3. Complete eForm DIR-12: Fill out eForm DIR-12 with accurate details and submit it electronically through the MCA portal.
  4. Update Records: Revise the Register of Directors and other company records to reflect the resignation.
  5. File Additional Forms (if necessary): Submit any additional forms such as MGT-14 if required.

Why Accurate Documentation is Important

  • Compliance: Ensures compliance with the Companies Act, 2013, and other relevant regulations.
  • Record Keeping: Maintains accurate company records and avoids potential legal issues.
  • Transparency: Provides clear documentation of the director’s resignation and the company’s response.

Please Note Down Your Querie

OUR REVIEW

FAQ'S

1. What is the process for a director to resign from a company?

The process generally involves the following steps: Submission of Resignation Letter: The director submits a formal resignation letter to the company, stating their intention to resign and the effective date. Board Resolution: The board of directors must pass a resolution to accept the resignation and document the decision in the board meeting minutes. Filing with Registrar: eForm DIR-12 must be filed with the Registrar of Companies (ROC) to notify the resignation officially. Updating Records: Update the company’s Register of Directors and other relevant records to reflect the director’s resignation.

2. What should the resignation letter include?

The resignation letter should include: The date of the letter. The director’s name and designation. The effective date of resignation. A formal statement of resignation. Any additional remarks or reasons for resignation (optional). The signature of the resigning director.

3. Is a board resolution required for the resignation of a director?

Yes, a board resolution is required to formally accept the resignation of the director. This resolution should be documented in the minutes of the board meeting and should state the effective date of resignation.

4. What is eForm DIR-12, and why is it important?

eForm DIR-12 is an electronic form required to notify the Registrar of Companies (ROC) about the resignation of a director. It is a mandatory filing that updates the ROC’s records to reflect the director’s departure from the company. The form must be filed within 30 days of the resignation.

5. How long does it take to process a director’s resignation?

The processing time can vary, but typically, the resignation is effective from the date specified in the resignation letter. Filing eForm DIR-12 with the ROC and updating company records can take a few weeks. Prompt submission of all required documents ensures a smoother process.

6. What happens if the resignation is not filed with the ROC on time?

If eForm DIR-12 is not filed within the stipulated time frame (usually 30 days from the date of resignation), the company may face penalties for non-compliance. Additionally, the director may still be listed as an active director, which could lead to legal and administrative issues.

7. Can a director withdraw their resignation after it has been submitted?

Once a resignation letter has been submitted and accepted by the board, it is generally considered final. However, if the resignation has not yet been filed with the ROC, the director may request to withdraw their resignation, subject to board approval.

8. What are the legal implications of a director’s resignation?

Upon resignation, the director’s legal obligations and responsibilities towards the company cease. However, the director must ensure that any pending matters, such as compliance issues or financial responsibilities, are settled. The company must update all records and filings to reflect the resignation.