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Form-32

Anand Pandey (Student CS) (38 Points)

30 November 2012

At the time of Filing of Form-32 regarding autometic resignation of additional director. whcih document will be attached whic proof the resignation of additional director.

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9 Replies

Sneha (Company Secretary) (1594 Points)
Replied 30 November 2012

According to my perception, you have to attach the resignation letter by the concerned Director.

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Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 30 November 2012

It is a fact that vacation of office under section 260 is an automatic one but as a practice and interest of the company, you are advised to collect formal resignation letter of the concerned director and attach the same with form 32.

Thanks

1 Like

sangram ghatge (company secretary in practice) (198 Points)
Replied 30 November 2012

in form no. 32, select 'retirement' as the reason of cessation. do not select 'resignation'.

for attachment, take a letter from the company that the directorship is vacated u/s 260 and attach the same.

u may also attach minutes of AGM.

regds,

sangram 9422622828,

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 30 November 2012

For automatic resignation of the Director for any reason such as retirement, death or vacation of office only Board Resolution would suffice the purpose, Resignation letter would not required.

If the director has resigned, the cause of cessation would changed as Resigned.

Anand Pandey (Student CS) (38 Points)
Replied 30 November 2012

But Sir, can we take approval from the Board to autometic vacation of additional director, becaues the director is not resigned, it may be possible that such director resigned himself, before autometic resign. So can Board approve the autometic resignation of AD.

Secondly sir. I have not seen any resolution in AGM notice regarding autometic resination of additional director.

Please help sir, what will be an attachment.

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Sneha (Company Secretary) (1594 Points)
Replied 30 November 2012

With due respect to all the learned members, I want to say In reason for resignation is retirement a correct option in this case. According to me retirement is the reason given in the case of in Public Companies when 2/3rd directors retire by rotation and 1/3rd actually retires. In this case, the reason of cessation is vacation of office (please correct me if I am wrong)

Further in this case resolution can be considered as proper evidence of cessation as the resolution can't prove that concerned director agrees to vacate his office. A resignation letter wont be required ?

INDAZAR (Articled Assistant) (301 Points)
Replied 30 November 2012

Retirement letter is to be attached.

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 30 November 2012

I have done the cessation of director by way of retirement under section 255 and 256. Wherein, the Board Resolution was required to be attached in form 32.

Any other case where the proof of cessation is required to be attached with the form, it will be a mandatory attachment and you cannot file form 32 without Resignation letter.

satish kumar voleti (A.C.A., (ICWAI)) (1686 Points)
Replied 01 December 2012

Here the director is not resiging ...law is making him to vacate his office, so as such resignation letter is not required, but board resolution stating the his vacation of office shall be kept as proof .