RESIGNATION OF A DIRECTOR

According to Section 168 of the Companies Act 2013 A director may resign from his office by giving a notice in writing to the company and the Board shall on receipt of such notice take note of the same and the company shall intimate the Registrar in such manner, within such time and in such form as may be prescribed and shall also place the fact of such resignation in the report of directors laid in the immediately following general meeting by the company. A director shall also forward a copy of his resignation along with detailed reasons for the resignation to the Registrar within thirty days of resignation in such manner as may be
prescribed.

Rule 16 of the Companies (Appointment and Qualification of Directors) Rules 2014 prescribed that where a director resigns from his office, he shall within a period of thirty days from the date of resignation, forward to the Registrar a copy of his resignation along with reasons for the resignation in Form DIR – 11 along with the fee as provided in the Companies (Registration Offices and Fees) Rules, 2014.

Prior to Rules 16, Rule 15 of these Rules prescribed that the company shall within thirty days from the date of receipt of notice of resignation from a director, intimate the Registrar in Form DIR – 12 and post the information on its website, if any.

We have already discussed Form DIR – 12 in our last post. Now we will discuss Form DIR – 11

DIR – 11:

• eForm DIR-11 is required to be filed pursuant to Section 168 (1) of the Companies Act, 2013 and Rule 16 of Companies (Appointment and Qualification of Directors) Rules, 2014

• Director may resign from his office by giving a notice in writing to the company and he is also required to forward a copy of his resignation along with detailed reasons for the resignation to the Registrar within thirty days of resignation in eForm DIR-11.

• The resignation of a director shall take effect from the date on which the notice is received by the company or the date, if any, specified by the director in the notice, whichever is later.
• Enter the date of appointment of resigning director in the company.

• In case of an alternate director, enter the DIN of the director to whom the appointee is alternate and click Pre-fill button. System will automatically display the name of the director to whom the appointee is alternate.
• Enter the date of filing of resignation with the company and also effective date of resignation specified in the notice.
• The resignation of a director shall take effect from the date on which the notice is received by the company or the date, if any, specified by the director in the notice, whichever is later. And the same effective date is required to be mentioned above.

• The effective date of resignation shall be same as the date of cessation entered in eForm DIR-12 if already filed by the company.
• It is mandatory to specify the reasons for resignation from the company.

Attachments:

• The following attachments are mandatory :
• Notice of resignation filed with the company
• Proof of dispatch
• Acknowledgement received from company, if any and is mandatory if yes selected in option at serial no 6.
• When a director files eForm DIR-11 for intimating about his resignation before the company files eForm DIR-12, an email will be sent to the company for filing the eForm DIR-12 and the status of the Director in the company will be changed to ‘Resigned’ against the selected designation. Once the company files the relevant eForm DIR-12, the status shall be changed as per the existing system.

Fees:

In case of Indian company having share capital

Nominal Share Capital	Fee applicable
Less than 1,00,000	Rupees 200
1,00,000 to 4,99,999	Rupees 300
5,00,000 to 24,99,999	Rupees 400
25,00,000 to 99,99,999	Rupees 500
1,00,00,000 or more	Rupees 600

In case of Indian company not having share capital

Rupees 200