TMI Blog2003 (10) TMI 397X X X X Extracts X X X X X X X X Extracts X X X X ..... take appropriate action. 4. Professor Ramaswamy P. Aiyar who is the third respondent in the aforesaid three applications has made these applications, i.e. CAs 610, 611 and 612 of 2001, to delete his name in the aforesaid three applications and to afford him appropriate relief under section 633 of the Act. In support of the prayer, the applicant contends that though he was a Director of the Company in liquidation, on 5-7-1995 he resigned from the company which resignation was accepted on 9-8-1995. Accordingly, his name is not shown in the annual report of the Company for the year ending 31-3-1995. The auditors of the Company in their letter dated 27-7-1998 addressed to the Tax Recovery Officer indicated that the applicant was not a Director of the Company. Documents evidencing the said fact is also produced. Auditors have also issued a letter dated 18-5-2000 confirming that he ceased to be director by June 1996. It was contended that he was never in possession or control or custody of any movable or immovable property belonging to the Company or any books or papers of the company. It is the first respondent who is responsible for the affairs of the company and he has sworn to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... how it should be dealt with, the immediate effect of resignation was that the person resigning would cease to be a Director, without having to wait for its acceptance by the Board of Directors. 8. In the case of Dushyant D. Anjaria v. Wall Street Finance Ltd. [2001] Comp. Cas. 655, the Bombay High Court held that the resignation of a Director would be effective from the date it was submitted, for the reason that that letter brings out clearly the intention of the person to resign. So far as other formalities like filling up Form 32 and sending it to the Registrar were concerned, it was for the company to comply with them in conformity with the provisions of section 302 or section 303 of the Companies Act. Where there was delay or negligence on the part of the company in intimating the registrar about the date of resignation, the Director who had resigned could not be saddled with responsibility and liability for such delay. 9. In Glossop v. Glossop [1907] Ch. D. 370 it was held that the resignation of a Director would become effective on and from the date it was tendered or submitted and from the articles of association of the company it would be clear that resigna ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... governing it. If the act of relinquishment is of unilateral character, it comes into effect when such act indicating the intention to relinquish the office is communicated to the competent authority. The authority to whom the act of relinquishment is communicated is not required to take any action and the relinquishment takes effect from the date of such communication where the resignation is intended to operate in praesenti . A resignation may also be prospective to be operative from a future date and in that event it would take effect from the date indicated therein and not from the date of communication. In cases where the act of relinquishment is of a bilateral character, the communication of the intention to relinquish, by itself, would not be sufficient to result in relinquishment of the office and some action is required to be taken on such communication of the intention to relinquish, e.g. acceptance of the said request to relinquish the office, and in such a case the relinquishment does not become effective or operative till such action is taken. As to whether the act of relinquish-hment of the an office is unilateral or bilateral in character would depend upon the nat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 13. A reading of section 454(2) of the Act makes it very clear that the statement of affairs to be made by the Official Liquidator under section 454(1) is to be submitted and verified by one or more of the persons who are at the relevant date the directors. Therefore, the relevant date would be the date on which the winding up order is made and it is persons who are on that date directors and who are in charge of the company and its affairs who are expected to furnish the particulars mentioned in 454(1) and if a person has ceased to be a director on that relevant date, there is no obligation cast upon him to furnish the aforesaid particulars contemplated under section 454(1). Even if a person is not a Director on the aforesaid relevant date in exceptional cases the Official Liquidator can call upon such person who has taken part in the formation of such company at any time within one year before the relevant date to furnish the particulars. Only if a default is committed in furnishing those particulars, the Director would be punishable under section 454(5) of the Act. Therefore, the intention of the legislature is very clear. After the winding up order, Director on the date of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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