02 June 2010
we r running Pvt ltd co. We r 2 director our auth capital is rs 100000/-. We want to add 2 director & one out of earlier 2 director will be resign. new 2 director will take some shares. kindly inform me procedure for this addition & resignation of director. Plz provide me draft resolution of board meeting for doing this. Plz also provide me procedure for MCA portal
02 June 2010
Procedure for appointment of director
1. First collect DIN No. of proposed director and get it approved from MCA. 2. Collect consent letter from the proposed director. (Recommended but not compulsory) 3. Convene a Board Meeting for appointment of director 4. Download Form-32 from www.mca.gov.in 5. Fill form-32 and get it certified from a PCS/PCA and upload the same on MCA site for ROC filing with in 30 days from the date of Appointment of director (Board Meeting).
RESOLVED THAT pursuant to Section 260 of the Companies Act, 1956 and Article No.______ of the Articles of Association of the Company, Mr. Rajesh Gupta be and is hereby appointed as Additional Director of the Company.
Taking note of Resignation of Director
RESOLVED THAT the resignation of Ms. Pallavi Jain, Director of the Company, be and is hereby accepted with effect from the 26th day of the June, 2008 and that the Secretary of the Company be and is hereby instructed to make appropriate noting in the Register of Directors accordingly and file Form No. 32 with the Registrar of Companies.
First file form 32 for appointment and after approval of this form 32 file second form 32 for resignation of director.
02 June 2010
Continuing Ankur Sir, the company has to get a letter from the new Director that he is not disqualified to be appointed as a Director in the company and in the verification part of e-form 32 the verifier has to vouch the compliance of that letter.
03 June 2010
Thanks for reply IS it required to file form 32 twice Can it be done one time for both purpose. Further Director who is resigning had some shares. He want to transfer it to new director, hat will be the procedure for that. If both newly appointed director want to take shares of resiginig director what will be the procedure. which form to be filled with MCA
05 June 2010
No, both resignation and appointment of director can be filed in the same form.
In respect of transfer of shares no form is reqired to be filed with ROC/MCA. however, transfer deedc (Form 7B of Central Govt general rules & forms) has to be filled up and deposited to the company so that shares can be transferred in the new name
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