Director Resignation / Removal

Director Resignation

This is referred to as the “director resignation procedure.” In this procedure, the director would submit the respective resignation to the concerned Board. In the given process, some of the essential steps for removing his or her name from the directors’ register are:

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• The company will set up a specialized Board of Meeting while providing the 7 days of clear notice.
• Upon Board meeting, the board members will be discussing and deciding whether or not they should accept the resignation.
• Once the board has accepted the director’s resignation, it will go forward with passing a board resolution. This would accept the director’s resignation.
• Once the resignation has been accepted, a specialized form namely “DIR-11” is required to be filled out by the current director. Additionally, the form is also expected to feature the signatures of the Board Resolution along with the proof of the resignation letter being submitted. It should also contain the copy of the resignation letter.

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Upon this, the name of the current director would be removed from the company’s register.

Director Removal

According to the Company Act, the shareholders of the company have the right to remove the director from the given organization before the expiry of his or her tenure. Whether it is for business orientation or some other reason, removing a director from the given post is a seamless task nowadays. With the help of professional Company Secretaries, the task can be achieved easily without any hassle. In this post, we will help you to understand the process of director removal in detail.

Removing the Director Suo-Moto by the Company’s Board

The organization also has the right to remove the director through the passing of the Ordinary Resolution. The only exception here is that the director should not have been appointed by any Tribunal or the Central Government.

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• A board meeting will be called upon by passing out 7 days of notice to the current director(s). There is the passing of a special notice to the directors that would inform them about the procedure of director removal.
• In the board meeting, a resolution calling upon the organization of a general meeting would be passed.
• A general meeting will be organized by providing 21 days of clear notice. In this meeting, the board members will be requested to provide their votes. If the majority of votes favor the decision, then the resolution for director removal would be passed.
• Forms DIR-11 & DIR-12 are to be duly signed by the director(s).