Overview
"Directors are selected according to the rules outlined in the Companies Act 2013 by the company's shareholders to oversee the effective management of the company. They have a legal obligation to act in the best interest of the company and its shareholders, striving for success, profitability and a positive image for the company.
A change in a company's leadership can occur at any time as necessary. This change can occur voluntarily or due to a demand. The need for a change may arise due to the requirement of an expert on the board, resignation, or the passing of a current director."
Frequently Asked Question
No, resigning from the post of a director is not the same as removal. Resigning means voluntarily giving up the position, while removal implies that the director is forced to leave the position, typically by a vote of the board of directors or by some other governing authority.
A director can be ousted without their agreement in cases of non-compliance with the company's laws or actions detrimental to the company's interests, but only if the removal process is carried out according to established procedures.
The departing director may retain ownership of their shares, even after leaving their position as a company director. This is subject to the provisions outlined in the company's Articles of Association (AoA).
Form DIR-12 must be submitted to the Registrar of Companies (RoC). The board resolution has to be attached along with the form. A copy of the resignation letter must also be attached in case of resignation.
According to Section 168(2) of the Companies Act, 2013, a director who resigns is only responsible for any crimes or offenses committed during their time in office.