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2015 (7) TMI 337 - COMPANY LAW BOARD CHENNAIResignation of Director - Company refused to accept the resignation - The Board of Directors responded to the petitioner's letter by not accepting his resignation and seeking his co-operation in resolving the issues facing by the Company, which were, admittedly of his creation. The petitioner however, refused to communicate with the Company. Held that:- From the plain reading of the provision of the Act, it is crystal clear that if the company made default in complying with any provisions of this Act which requires it to file or register with or deliver or send to, the Registrar any return, account or other documents, or to give notice to him of any matter, fails to make good the default within 14 days after the service of notice on the company requiring it to do so, the CLB on an application made to it by any Member or Creditor or by the Registrar, make an order directing the company and any officer thereof to make good the default within such time as may be specified in the order. Admittedly, the present petition is filed by the petitioner who is a member (shareholder) for seeking direction from this Bench to the company and any officer thereof to make good the default. Hence the petitioner entitled to file the present petition and the petition is maintainable. In the present case the petitioner tendered his resignation to the Board of directors in writing vide his letter dated 25.04.2012 therefore the intention is explicit and clear and the resignation takes effect from 25.04.2012. The only objection of the company in taking note of the resignation of the petitioner and filing Form 32 with the concerned Registrar is that the company incurred certain liabilities at the behest of the petitioner during October 2010 and April 2012. As stated supra the resignation will not however relieve the petitioner from any liability if any, which he may have incurred while in office as alleged by the respondents. I am of the view that the company and its officers made default by not filing Form 32 intimating the resignation of the petitioner from the post of director despite receipt of 14 days' notice requiring it to do so. In view of the aforesaid reasons and in exercise of powers conferred under section 614 of the Companies Act, 1956, I hereby direct the company to file Form 32 with the concerned Registrar showing cessation of the petitioner from the post of director w.e.f. 25.04.2012 within a period of 15 days from receipt of copy of this order. - Decided in favour of appellant.
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