Resignation of Company Secretary CS Board Resolution Format

In accordance with the provisions of Rule 18 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the Form DIR-12 shall be filed with the Registrar of Companies (ROC) along with such fee within 30 days of the resignation of any key managerial personnel. A Company Secretary is one of the whole-time key managerial personnel of the company.

Following is a template of the extract of the minutes of the board meeting where the resignation of the Company Secretary (CS) was noted.

SAMPLE

#. To take note of the resignation of Mr. ................., Company Secretary

The Board was informed that Mr. ................... has, owing to his personal reasons, tendered resignation from the post of Company Secretary of the company w.e.f. ....................

Letter of resignation as received from Mr. .......................... was tabled before the Board at the meeting.

The Board wished to record its deep appreciation for the contributions of Mr. ..................... as  the Company Secretary during his employment and for the invaluable advice he had given to the Board from time to time.

Upon motion duly made and seconded, it was:

“RESOLVED THAT the Board do hereby accept the resignation of Mr. ...................... from the post of Company Secretary and Compliance Officer of the company with effect from ...(date)...”

“RESOLVED FURTHER to record the appreciation of the Board for the services rendered by Mr. .................during his tenure as the Company Secretary of the company.”

“RESOLVED FURTHER THAT Mr. ..................., (Designation) be and is hereby authorized to file Form DIR-12 with the Registrar of Companies, .................... and to do all such acts, deeds and things as may be necessary to give effect to the foregoing resolution.”