Director Resignation

Taking Note of Resignation of Director

Fill the fields below, review the formal preview, and export a draft that is ready to take into counsel review or internal approval.

Smart fields

Fill the blanks once.

Every template variable becomes a field. The preview updates as you type, so the final draft stays close to the document you intend to sign.

6 fields

Export preset

Selected preset

Board Resolution

Formal execution-ready board paper

Writing assistant

The form is prefilled where we can infer company details. Review each field carefully before using the draft.

Live preview

Director Resignation

A document-style render with the live variables substituted into the resolution draft.

Resolution No.

BR-DIRECTOR-RESIGNATION-20260613

Company letterhead

Your company name

CIN will appear here when provided

Board resolution draft

Date

2026-06-13

Resolution type

Director Resignation

Certified true copy of the resolution passed at the meeting of the Board of Directors

Meeting date: 2026-06-13
Meeting time: ________________
Chairperson: ________________
Meeting venue: ________________
Quorum: The quorum required under the Companies Act, 2013 and the Articles was present throughout the meeting.

Resolved that

the resignation tendered by ____________ (DIN: ____________) from the office of director of the Company with effect from 2026-06-13, as set out in the resignation letter placed before the meeting, be and is hereby taken on record by the Board.

FURTHER RESOLVED THAT the Board places on record its appreciation for the guidance and services rendered by ____________ during his/her tenure as director of the Company.

FURTHER RESOLVED THAT ____________ be and is hereby authorised to file e-Form DIR-12, make the necessary entries in the statutory registers and do all such acts, deeds and things as may be necessary to give effect to this resolution.

Proposed by

Seconded by

Director signature

Company secretary / authorised signatory

Certified true copy

Certified to be a true copy of the resolution passed by the Board of Directors of Your company name.

Certifying authority

________________

Date of certification

2026-06-13

Your company name
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS
Meeting date: 2026-06-13
Quorum: The quorum required under the Companies Act, 2013 and the Articles was present throughout the meeting.
Resolution No.: BR-DIRECTOR-RESIGNATION-20260613
Date: 13 June 2026
RESOLVED THAT
the resignation tendered by ____________ (DIN: ____________) from the office of director of the Company with effect from 2026-06-13, as set out in the resignation letter placed before the meeting, be and is hereby taken on record by the Board.

FURTHER RESOLVED THAT the Board places on record its appreciation for the guidance and services rendered by ____________ during his/her tenure as director of the Company.

FURTHER RESOLVED THAT ____________ be and is hereby authorised to file e-Form DIR-12, make the necessary entries in the statutory registers and do all such acts, deeds and things as may be necessary to give effect to this resolution.

Secretarial notes

The resignation letter and effective date should reconcile exactly with the board note, statutory register updates, and the outgoing director records.

Filing timeline

DIR-12 is generally filed within 30 days of taking the resignation on record.

Supporting papers

• Original resignation letter with effective date
• Hand-over or transition note, if relevant
• Draft DIR-12 and internal authority update list

Registers and records

• Minute book of the Board of Directors
• Register of directors and key managerial personnel

Post-approval actions

• File DIR-12 and retain the SRN acknowledgement
• Update the register of directors, signatory lists, and access permissions
• Ensure the outgoing director considers DIR-11 obligations separately where relevant

Entity-specific watchouts

Private Limited

Use the classic board-resolution pathway, but still reconcile shareholder thresholds, constitutional restrictions, and filing-driven timing before circulation.

• Check whether member approval is also required under the Companies Act, 2013 or the Articles.
• Keep the register updates, ROC filings, and certified true copy trail aligned with the board date.
• Where banking, cap table, or governance powers shift, update the internal authority matrix immediately after approval.

OPC

For OPCs, simplify the governance flow carefully without losing the documentary trail expected for filings and internal records.

• Confirm whether the sole member and sole director structure changes the approval mechanics for the specific action.
• Keep resolutions, member decisions, and register updates internally consistent even where meetings are streamlined.
• Review whether the form and attachment set differs from a standard private company fact pattern.

Section 8

Section 8 entities need an added compliance lens around objects, governance sensitivities, and not-for-profit restrictions.

• Ensure the operative text is consistent with the charitable / not-for-profit objects of the entity.
• Check whether regulator, donor, or grant-linked approvals sit alongside the core board approval.
• Be conservative around remuneration, related party, and structural change documentation.

Need the full workflow?

Move the resolution into the Comply plan.

If you want the rest of the annual compliance stack around this resolution, upgrade to Comply and keep the filings coordinated.

See Comply plan Open portal dashboard