Director resignation

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ravi (Querist)
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13 July 2014 I am a dierector in a company and we are only two directors in that pvt ltd company. Kindly tell me how can I resign from this post immediately because some unethical practices are there and I dont have control on thos3 practices. Is there any process to give any notice in news paper for my saperation or something?

Ankur Garg

Ankur Garg (Expert)
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14 July 2014 Resignation of Director u/s 168 [DIR-11]

Resignation of a Director is governed by section 168 of the Companies Act, 2013.

As per first proviso to section 168(1), if a director wants to resign, he has to file copy of his resignation letter “with reasons” of resignation directly with ROC also with Form DIR.11 under his Digital Signature. It means it will be mandatory for all directors to have Digital Signature sooner or later.

Discussion regarding Form DIR-11 under Companies Act, 2013

I have gone through form DIR.11 prescribed for the resignation of Director. As per new rule it is duty of resigning director to file DIR.11 along with his resignation letter. I have 2 observations w.r.t. form DIR-11 which is to be filed by the director who has resigned from his post:

1. Point no. 6 in form DIR-11 inquires whether confirmation is received from the company w.r.t. the resignation of Director. As per my understanding if we mention “NO” in the E-form, there will be no issue in future as confirmation of resignation from company is not mandatory u/s 168.

2. Further attachment section of form DIR-11, asks for proof of dispatch. Now the question is --- Is there any requirement of formal dispatch through post which generates proof of dispatch? My Answer is “NO”.

We can use scan copy of “receiving” of resignation letter given by responsible official of the company in case of personal delivery. Further scan copy of printout of resignation E-mail would be enough as proof of dispatch.

You are advised to send your resignation through registered post and use receipt of registered post as proof of dispatch.

Please discuss if there is any doubt.

Thanks

ravi

ravi (Querist)
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17 July 2014 Thanks for your advice. Can i send my resignation to CA of my company? Should i perform this through a ca or i can do it by my own?

Ankur Garg

Ankur Garg (Expert)
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18 July 2014 You should do it on your own.

Take receiving from the company as you have to attach proof of dispatch of resignation letter in form DIR.11

Thanks

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