Board Resolution for Resignation of Director (Section 168)

A board resolution for resignation of a director records the Board taking note of and accepting a director's resignation and authorises filing of Form DIR-12.

Under Section 168 of the Companies Act, 2013, a director may resign by giving notice in writing to the company. The resignation takes effect from the date the notice is received or a later date specified in it. The Board records the resignation at its meeting.

When is this resolution needed?

Use this when a director steps down from the board. The company must file Form DIR-12 within 30 days of the resignation taking effect.

Who can pass it?

The Board notes and accepts the resignation. The resigning director may also file Form DIR-11 on their own.

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This is a free template for general convenience and not a substitute for professional advice. The resolution must be passed at a duly convened meeting, recorded in the minutes and certified by an authorised signatory. Some matters also require members' approval or specific e-form filings.

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