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Lawizer

Resignation of Director & ROC Filing

Ensure the voluntary resignation of a Director is legally executed, protecting both the Director (DIR-11) and the Company (DIR-12) from future liabilities and penalties.

Companies Act, 2013 • DIR-11 • DIR-12

@ Rs. 1,999 *

*Facilitation Fees. Government Charges Extra.

Also Get Absolutely Free

DIR-12 & DIR-11 Filed with MCA

Board Meeting Resolution Draft

Resignation Acceptance Letter

MCA Payment Challan

*Final pricing depends on transaction complexity and property value.

The Importance of Formal Compliance

A Director

Key Benefits of a Compliant Resignation

Protects the resigning director from future penalties and liabilities

Ensures the company records are compliant under Companies Act, 2013

Creates an opportunity for the director to take up a new role/directorship

Boosts transparency and trust among all stakeholders

Pre-Requisites for Resignation Filing

All prior forms relating to the appointment of the Director should have been filed

DIN of minimum 1 Director should be in

status (to ensure quorum)

One valid Digital Signature (DSC) of an existing Director (for company filing)

Resignation Letter from the resigning Director must be submitted

Lawizer Deliverables

  • All filed e-forms with MCA (DIR-12 filed by Company & DIR-11 filed by Director)
  • MCA payment challan for filing fees
  • Drafted Board Meeting Resolution and Minutes
  • Drafted Resignation Acceptance Letter from the Company

Frequently Asked Questions

A) Documents required from Director: PAN Card, Residence Proof, DIN declarations, Consent letter for appointment (DIR-2) etc. B) Documents required from Company: Board Meeting Resolution and Letter of Appointment. Lawizer will assist in preparing and filing these documents with the ROC.

When a Director wishes to step down, they officially submit a written letter to the company informing them of their voluntary resignation, specifying the effective date.

Form DIR-12 is filed by the company (within 30 days of acceptance) and Form DIR-11 is filed by the resigning director (within 30 days of resignation date) with the ROC.

No. The company must maintain the minimum required number of directors (two for a Pvt Ltd). A new additional director must be appointed first, after which the resignation can proceed.

The resigning director remains liable only for non-compliance and actions during their tenure, but is explicitly not liable for any company actions or non-compliance occurring after the effective date of resignation.

Resignation is voluntary — initiated by the director. Removal is involuntary — initiated by the company against the director's will, requiring a Special Notice and Ordinary Resolution.