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Director Change

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  • 29-03-2007 8:15pm
    #1
    wardwil
    Registered Users Posts: 67 ✭✭


    Hi,

    I recently started a company with another person who now ( two months after incorporation ) wants out.
    What are the legal steps needed to do this in the most amicable way and is it a matter of simply changing the Directors name and updating the Memorandum and Articles of Association.

    If so what froms do I need and if there is anything else I need to know please help.

    Many Thanks


Comments

  • Options
    #2
    cassette50
    Registered Users Posts: 470 ✭✭cassette50


    You need to prepare a board minute just stating that Mr X has resigned with effect from......

    Obtain a letter of resignation stating that he has no claims against the company in terms of salary etc

    and most important part is you need to file Form B10 with the CRO with 14stating who has resigned as director and the date of the resignation. The form can be downloaded from the CRO website www.cro.ie


    You will also need to appoint another director in his place, as a company is required to have a minimum of 2 directors.

    Hope that helps


  • Options
    #3
    cassette50
    Registered Users Posts: 470 ✭✭cassette50


    Sorry forgot to mention, there is no need to update the memorandum and articles of association in relation to the resignation of the director.

    If the director holds shares in the company you may need to prepare a stock transfer form, transfering the shares held by the retiring director (if any) to the transferee.

    If the shares are transferred to yourself, and you hold the all the other remaining shares, you'll also need to file a Form M1 stating the company is now a single member company.

    It's all very straight forward and should only take you a few minutes to complete.

    Regards


  • Options
    #4
    dahamsta
    Banned (with Prison Access) Posts: 16,659 ✭✭✭✭dahamsta


    You can remove the director without the paperwork on CORE.

    What about adding shareholders? I don't remember seeing an option for that on CORE, is that private to the company?

    adam


  • Options
    #5
    wardwil
    Registered Users Posts: 67 ✭✭wardwil


    Thank you all for your information.

    Do I have to advise the CRO about adding a new director and if so do I need a form?

    Thanks


  • Options
    #6
    dahamsta
    Banned (with Prison Access) Posts: 16,659 ✭✭✭✭dahamsta


    Um, perhaps you should read the information you're thanking people for? cassett50 answered that question in post #2, and I answered it in post #4.


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