Mayuri Lal (officer CS) (748 Points)
23 March 2011Dear Members,
There is this Privat company whre there are two directors. Now we want to resign one director and add one other director.
the new director which is appointed will come under director appointed in casual vacancy or he ill eb appointed a s an additional director.
Its very urgent ..Please let me no as tow at to doo
regards,
mayuri lal
SANTOSH SHAH
(Company Secretary)
(754 Points)
Replied 23 March 2011
| Originally posted by : Mayuri Lal | ||
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Dear Members, There is this Privat company whre there are two directors. Now we want to resign one director and add one other director. the new director which is appointed will come under director appointed in casual vacancy or he ill eb appointed a s an additional director. Its very urgent ..Please let me no as tow at to doo regards, mayuri lal |
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Hi Mayuri,
Casual vacancy takes place when directors appointed resign or die before the period
the time to which they were supposed to act as director.
In case of pvt ltd , provisions of casual vacancy does not apply, but please check your articles
and proceed accordingly.
Also if there are only 2 directors, then first appoint the new director as additional director get form 32
approved and then take the resignation of other director, so that the min director requirement for pvt ltd
is not affected.
Hope its clear.
Other views welcome.
regards
Santosh Shah
Jaideep
(Service)
(1368 Points)
Replied 23 March 2011
Hi Mayuri,
Provisions of casual vacancy does not apply, but please check your AOA for the terms of casual vacancy.
In private compnaies no need to appoint additional director, incumbent can be appointed as Director. However, as suggested by Santosh, have resolution for the appointment first...
Regards
Jaideep Pandya
CS MOHIT SALUJA
(PRACTICING CS Jalandhar 9914558709)
(5155 Points)
Replied 23 March 2011
in case of private limited companiues, there is requirement to have minimum two directors. So untill and unless, additional director is not appointed, the existing directors can not resign from the company. So, the company will ahve to appoint by filing form 32 for additional director and then a new form 32 for resignation of the existing one
Jaideep
(Service)
(1368 Points)
Replied 24 March 2011
| Originally posted by : MOHIT SALUJA | ||
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So, the company will ahve to appoint by filing form 32 for additional director and then a new form 32 for resignation of the existing one |
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In my opinion both appointment and resignation can be done through single form...
Any contrary views, welcome...!
Mayuri Lal
(officer CS)
(748 Points)
Replied 24 March 2011
..thanks a lot ...
But i think one form is sufficient...as per our records we ill show appointment on 25th march and resignation of other on the same day or later day after his appoint...
So one form 32 is sufficuient.....in mca recors will updated a s per teh date of appointment and resignation rite....
SANTOSH SHAH
(Company Secretary)
(754 Points)
Replied 24 March 2011
| Originally posted by : Mayuri Lal | ||
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..thanks a lot ... But i think one form is sufficient...as per our records we ill show appointment on 25th march and resignation of other on the same day or later day after his appoint... So one form 32 is sufficuient.....in mca recors will updated a s per teh date of appointment and resignation rite.... |
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Hi Mayuri
Resignation of other director be on some other day and not 25th or your will face issues.
Also filing 2 seperate Form 32 would be ideal , as there might be some issues in terms of
approval.
If both directors u are showing in same form appointment and resignation then the company status of
having directors will be one only. So there might be some technical issues in terms of approving.
We had something similar such issue in the past.
regards
Santosh Shah
Shridhi Jain
(Company Secretary)
(1678 Points)
Replied 24 March 2011
I have done the same thing....
Pass the resolution on different days (you can pass resolution same day, but it is better not to do so) and file one form 32 for both, resignation n appointment.
Jayashree S Iyer
(Company Secretary)
(3224 Points)
Replied 24 March 2011
Single form 32 is sufficient. First fill in the details of incoming director, then fill in the details of outgoing director. The date can also be same. The incoming director joins on say 1st January 2011 and the outgoing director ceases to be associated with the company with effect from 1st January 2011. No issues.
Shridhi Jain
(Company Secretary)
(1678 Points)
Replied 24 March 2011
hahahaaa......
I think you got sufficient replies....(ur reaction shows as if you understood much more than u needed )
SANTOSH SHAH
(Company Secretary)
(754 Points)
Replied 24 March 2011
| Originally posted by : Shridhi Jain | ||
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hahahaaa...... I think you got sufficient replies....(ur reaction shows as if you understood much more than u needed ) |
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You are right shridhi. I too think mayuri got mixed responses more than expected. :-)
regards
Santosh Shah
Manjunatha
(B.com)
(132 Points)
Replied 24 March 2011
Hi,
Signle form 32 is enough if the period of appointment of additional director and resignation of director is one month or less. If it is more than 30 days, you need to file separate form 32 for appointment and resignation.
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