Resignation of Director

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Vijayaraghavan V K

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Mar 28, 2025, 3:14:41 AMMar 28
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Hello All
Appreciate some quick response from esteemed members 
What is the procedure for resignation of a director if the company is still asking him to continue but he wants to resign . what should be stated in the resignation.? This director is an authorised signatory also 

please advise forms to be submitted 

can Director himself file the same 

The Company is yet to appoint a new director to comply with minimum of 3 

Thank you 

V K Vijayaraghavan
   

Jitendra Rathi

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Mar 28, 2025, 3:31:33 AMMar 28
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Resignation of Director does not require any acceptance, He may do so by tendering resignation letter to the company and filing eform DIR-11 at his end and may request to company file DIR-12 for his resignation, company can not deny for the same.



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c.n. krishnan

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Mar 28, 2025, 5:17:17 AMMar 28
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yes director has right to resign. considering difficulties and liabilities associated with directorships, companies may want them to continue.

Vijayaraghavan V K

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Mar 28, 2025, 5:40:23 AMMar 28
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SURENDER HARSH

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Mar 29, 2025, 5:55:20 AMMar 29
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Procedure for Resignation of Director

  1. Draft and Submit a Resignation Letter

    • The director should submit a resignation letter addressed to the Board of Directors.

    • The letter should clearly state the reasons for resignation (if desired) and mention the effective date of resignation.

    • Since the director is also an authorized signatory, the resignation should also include a request to remove him from all signatory roles in banks, contracts, and other legal documents.

  2. Board Meeting and Acceptance (Not Mandatory for Resignation to be Effective)

    • The company should hold a Board Meeting and pass a resolution to take note of the resignation.

    • However, per Section 168 of the Companies Act, 2013, a director’s resignation is effective from the date of receipt by the company or the date mentioned in the resignation letter, whichever is later.

  3. Filing of Resignation by the Company (Form DIR-12)

    • The company is required to file Form DIR-12 with the Registrar of Companies (ROC) within 30 days of receiving the resignation.

    • The resignation letter and the Board resolution (if passed) should be attached to this form.

  4. Filing by Director (Form DIR-11) - Optional but Recommended

    • The director can independently file Form DIR-11 with the ROC as proof of resignation.

    • Attachments required:

      • Resignation Letter

      • Proof of Dispatch (email/courier receipt)

      • Reasons for Resignation (if provided)

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Vijayaraghavan V K

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Mar 30, 2025, 1:16:41 AMMar 30
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