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Share transfer and retirement of directr

Akshay (Student) (34 Points)

20 July 2015

private limited company has two director having 50% holding for both. now sir how to transfer the share as well as directorship to another two person. as both director want to retire and transfer the share, so guide me what process i should follow.

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3 Replies

prakash (Company Secretary) (1352 Points)
Replied 20 July 2015

Dear Akshay,

Execute the transfer deeds for transfer of shares and send duly executed deeds to company

Hold Board Meeting pass following resolutions:

1. approval of Trasfer of Shares

2. Approve Appointment of Directors (Get consent letters from proposed director ahead of board meeting)

3. Take Note of Resignation of Existing Director (Company should receive resignation letters ahead of board meeting)

4. Company has to file two DIR-12s' since resigning directors cannot affix DSC and Resigning Directors have to file DIR-11.

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Akshay (Student) (34 Points)
Replied 20 July 2015

Sir i am not getting you on 4th point Can you explain in detail Thank alot sir for your kind reply

prakash (Company Secretary) (1352 Points)
Replied 21 July 2015

Dear Akshay,

For filing DIR-12 on MCA Portal, One of existing Directors' DSC is to be affixed to form, hence appointment of directors and resignation of directors cannot be done in single form DIR-12, therefore company needs to file two forms.

As per section 168(1) of Act, the resigning director shall also forward a copy of his resignation along with detailed reasons for the resignation to the registrar within thirty days of resignation in form DIR-11.

Hope clarified your doubt.