Comapny LAw

Querist : Anonymous (Querist) 15 November 2009 This query is : Resolved
Hi,
I really wanted to know few things like
1.How can a director retire from a pvt. Ltd. Co.?
2. Also the procedure if a director want to retire.?
3.In which case directors is more liable towards Co.'s liability if he retire or if he resign?

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A V Vishal (Expert) 16 November 2009
Kindly refer the Articles of Association for the clauses regarding matters involving issues about directors appointments and what should be done in case of a vacancy arising out of a director's resignation or retirement. However please take care to see that the minimum number of directors do not fall below the prescribed level as required under the companies act viz.2 directors are minimum. In case of only two directors advised to admit a third director and then remove the outgoing director.

The retiring director may submit the resignation letter addressing to the comapny and represented by its Board of Directors asking him to relieve him of all responsibilities and on acceptance of the resignation the company has to file a Form 32 with the concerned ROC intimating the same.

This point is a bit unclear please explain this in relation with your doubt "In which case directors is more liable towards Co.'s liability if he retire or if he resign?"

Querist : Anonymous (Querist) 16 November 2009
First of all thanks for replying Sir,
By being liable i was reffering to the director's liability toward Co. is it just shares he hold or his personal property will also be included if requires.?

A V Vishal (Expert) 16 November 2009
It is restricted to shares however, if he has stood as a surety to any company's liabilities as a personal guarantor his liability exists beyond his resignation.