Resignation/Removal of Director

A Director of the company is a natural person for managing the day to day affairs of the company as directed by the Memorandum and Articles Association of the company.

A Director of the company is a natural person for managing the day to day affairs of the company as directed by the Memorandum and Articles Association of the company. As some incidents happened and director in a company may need to resign or the Board of Directors or Shareholders may want to remove a Director for any reasons. In such cases, a Director can resign or be removed and his intimation convey to MCA through filling some forms.
A Director can resign from a company by giving a notice in writing to the company and the company is required to file the necessary formalities with MCA within time frame.


How can Director Resignation/ Removal

Where the Director himself gives his resignation. The directors himself resigned from the directorship and submit his resignation to the Board.

To remove a Director suo-moto by the Company Board: The company board having the authority to remove the director by passing an ordinary resolution except the director was not appointed by the central government.

In case the Director does not attend the three continue Board Meetings: As per section 167 of the Companies Act, 2013 if a Director does not attend a Board Meeting for 12 months, starting from the day on which he was absent at the first board meeting even after giving due notice for all the meetings, it will be deemed that he has vacated the office


Documents Required

  • Director resignation letter
  • Board acceptance
  • Board resolution
  • DIR 12 and DIR 11 form

Frequently asked questions

Which documents required for director Resignation/Removal?

Director signed resignation letter from director.
From company: Board resolution, minutes and resignation acceptance letter.

There is any specific format for director Resignation letter?

No, Director can write a letter to the Board and inform about resignation.

Board resolution is mandatory for Accepting the Resignation?

Yes because board resolution is a witten acceptance with consent of the Board members and this decision also convey to the resign director as well as the MCA for removal his name from the government record.

Which form to file in ROC for Removal/ Resignation of Director?

DIR 12 has to file within time prescribed by the company act 2013.

A Private Limited company having two directors and any one director can be resigned?

No, as per the company act 2013 the Pvt Ltd should having two directors all time. Fist a addition director appoint by the Pvt Ltd company than resigning director remove.

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