Resignation of Officer or Director and Acceptance - Corporate Resolutions
About this form
This form is the Resignation of Officer or Director and Acceptance - Corporate Resolutions. It allows a corporation's board of directors to accept the resignation of a corporate officer. Unlike other resignation forms, this document specifically includes the acceptance and may serve as a formal record of the decision made at a board meeting, ensuring a clear transition within corporate leadership.
Key components of this form
- Identification of the corporation and the officer or director resigning
- Effective date of resignation
- Signatures of the resigning officer or director
- Acceptance of resignation by the board of directors
- Date of acceptance by the board
Jurisdiction-specific notes
This form is suitable for use across multiple states but may need changes to align with your state’s laws. Review and adapt it before final use.
When to use this form
You should use this form when a corporate officer or director intends to resign from their position and the board of directors is ready to accept this resignation formally. It is particularly necessary during a corporate restructuring, change of management, or personal reasons leading to the departure of key personnel. This document helps to maintain official records and complies with corporate governance protocols.
Who needs this form
This form is suitable for:
- Corporate boards of directors overseeing an officer's or director's resignation
- Corporate officers or directors planning to resign
- Legal representatives managing corporate compliance matters
Steps to complete this form
- Identify the corporation by entering its name and type.
- Specify the name of the resigning officer or director and their position held.
- Enter the effective date of the resignation in the designated field.
- Gather signatures from the resigning officer or director and the board members accepting the resignation.
- Record the date when the board of directors accepts the resignation.
Does this form need to be notarized?
This form usually doesn’t need to be notarized. However, local laws or specific transactions may require it. Our online notarization service, powered by Notarize, lets you complete it remotely through a secure video session, available 24/7.
Avoid these common issues
- Failing to include the effective date of resignation.
- Not obtaining all necessary signatures from board members.
- Incorrectly identifying the corporation or the resigning officer/director.
Why use this form online
- Convenience of filling out and downloading the form from anywhere at any time.
- Editability allows you to tailor the document to specific circumstances before finalizing.
- Access to forms drafted by licensed attorneys, ensuring legal reliability.
Form popularity
FAQ
Limited liability Consequently, resigning as a director immediately before insolvency will not absolve you from your responsibilities as a director. You will still be held liable after your resignation, if you have an overdrawn directors loan account or have taken assets from the company without paying for them.
Resigning as director does not invalidate a personal guarantee. You should therefore think very carefully before resigning from a company if you have personally guaranteed any of its debts. Once you resign, you no longer have any say on how the company is run and you will not be able to access its accounting details.
You can find a form on applicable state's Secretary of State website. Once you've completed and signed the form, you'll pay the filing fee and file it with the Secretary of State. On this form, you have the option of either naming a replacement officer or amending the number of officers in your corporation.
The Board of Directors shall take note of the receipt of the notice of resignation which can be considered in the meeting of the Board of Directors. Accordingly, the resolution is passed by the Board of Directors for accepting the resignation and the minutes of the meeting of the Board of Directors shall be drafted.
When there are no particular provisions, a director may resign at any time by notice to the company. Ideally, the notice of resignation should be in writing, although this is not specifically required by law.
Know whom to address your letter. Basically, you could address your letter to the Board of Directors as a whole or to each member of the board that you belong. Use business letter format. Intention to resign.
Attach Agenda, Notes to Agenda and Draft Resolution with the Notice. Hold a meeting of Board of Directors of the Company to take note of the resignation letter given by the Director of the Company. To authorize CS or CFO or any Director of the Company to file the requisite Form and Return with ROC.
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.
A director's fiduciary duty will cease immediately upon resignation. However, directors will usually be bound by written contract to give notice of resignation which is why the question arises as to what extent they still owe a duty to the company during their notice period.
