BR — Acceptance explained: this guide covers what BR — Acceptance means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
BR — Acceptance of Director Resignation
Ready-to-use draft board resolution for acceptance of director resignation under the Companies Act, 2013. Includes format, legal references, and compliance notes. Illustrative only — customize based on your company's MOA, AOA, and professional advice.
Filing: MGT-14 within 30 days if required under Section 117
When is This Resolution Needed?
acceptance of director resignation requires a formal resolution under the Companies Act, 2013. Must be passed at a validly convened Board meeting with proper quorum (Section 174 — 1/3rd of directors or 2, whichever higher), notice (7 days under Section 173(3)), and minutes (Section 118).
Draft Board Resolution
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF HELD ON AT AT
Present: 1. Mr./Ms. — Director (Chairperson) | 2. Mr./Ms. — Director | 3. Mr./Ms. — Director
Quorum: Present throughout as required under Section 174.
Resolution
"RESOLVED THAT the resignation of Mr./Ms. (DIN: ) as Director, received on citing , be accepted with effect from . The CS is authorized to file DIR-12 within 30 days. The vacancy shall be filled by ."
"RESOLVED FURTHER THAT any one Director or the Company Secretary be and is hereby authorized to do all acts, deeds, and things necessary to give effect to the above resolution, including filing forms with ROC, signing documents, and making applications."
Certified True Copy
For
| Company Secretary / Director | Date: | Place:
Compliance Notes
Key: (a) Resignation effective from Board acceptance date or 30 days from notice — whichever earlier. (b) Company files DIR-12 within 30 days. (c) Director files DIR-11 with ROC within 30 days. (d) Resignation does not absolve liability for past acts. (e) If resigning to escape 164(2), disqualification still applies.
Post-Resolution Checklist
| # | Action | Timeline | Responsible | ☐ |
|---|---|---|---|---|
| 1 | Record minutes within 30 days (Sec 118) | 30 days | CS | ☐ |
| 2 | File MGT-14 if required (Sec 117) | 30 days | CS/Director | ☐ |
| 3 | File applicable MCA form | 15-30 days | CS/Director | ☐ |
| 4 | Update statutory registers | 7-15 days | CS | ☐ |
| 5 | Notify stakeholders | As prescribed | CS | ☐ |
