Form with which the board of directors of a corporation accepts the resignation of a corporate officer.
Mississippi Resignation of Officer or Director and Acceptance - Corporate Resolutions
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Multi-State
Control #:
US-0005-CR
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Word;
Rich Text
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FAQ
You simply resign. Submit a written statement to the board of directors informing them of your resignation and its effective date. Resigning won't cut off anyone's right to try and sue you for wrongful acts you committed while you were an officer.
The resolution is considered as 'passed' when the last member signs (i.e. 100% of voting members agree to pass the resolution.) The 75% threshold only applies to votes cast at a physical meeting; 100% of votes are needed to pass a resolution without a meeting.
Meaning of Resolution:- It's simply a firm decision to do or not to do something. It can be broadly categorized in two types i.e. Board Resolution & Shareholders Resolution.
A board resolution, also sometimes called a corporate resolution, is a formal document that makes a statement about an issue that is so important that the board wants to have a record of it. A resolution is a document stands as a record if compliance comes in to question.
As a resigning director, you'll need to consult your directors service agreement to ensure you comply with any notice periods or clauses such as restrictive covenants. Your resignation letter should state your intention to resign and advise that you will be ceasing to act as a director at a specific date in the future.
Most commonly, this can be done by convening a board meeting to accept a director's resignation and agree the necessary next steps. You can use this written resolution as an alternative to convening a board meeting, in order to comply with your company's legal record keeping obligations.
A company can appoint maximum 15 fifteen directors. A company may appoint more than fifteen directors after passing a special resolution in general meeting and approval of Central Government is not required. A period of one year has been provided to enable the companies to comply with this requirement.
Primarily a board resolution is needed to keep a record of two things: To record decisions concerning company affairs (except for shares) made in the board of directors meeting. This is also known as a board resolution. To record decisions concerning company equity made by shareholders of the corporation.
A board resolution for the resignation of directors of a company takes on record resignations submitted by the director(s) of a Company to the Board and authorises a designated person to make filings with the Registrar of Companies in respect of the same.
Company secretary will prepare Form 49, letter of resignation & board resolution. The remaining directors (at least 2) to accept the resignation of resigning director. By order of the board, the secretary will submit the Form 49 & resolution to SSM for registration.
