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> Need process advise to remove the directorship

WTF2008
post Jan 4 2019, 10:58 AM, updated 3w ago

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Hi All,

I would like to know what is the process in order remove ownself from the company directorship?

I tried call to SSM for enquiry, however none of them pick up the call and request to leave contact and only return the call within 14 days.

Here is the situation:-

My friend have a company registered to SSM this early of year with under 2 ppl name, 1 of it is my friend.

Both registered under director for this company under 50:50 shares. My friend is a sleeping partner for this company, however they are making loss and would like remove himself from this company. Another partner is at overseas now and ignoring the company operation. THere is no complaint or any outstanding debt now but afraid it might have in future.

What is the process to remove my friend from this company directorship? Or if my friend with 50% shares have a right to terminate the company, he would like to do so. In summary, my friend just want to cut all relationship with the registered company, what is process or move he can do?

Thanks
tkhin
post Jan 4 2019, 11:02 AM

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go to a company that offer secretarial services , they can help u, just have to pay

QUOTE(WTF2008 @ Jan 4 2019, 10:58 AM)
Hi All,

I would like to know what is the process in order remove ownself from the company directorship?

I tried call to SSM for enquiry, however none of them pick up the call and request to leave contact and only return the call within 14 days.

Here is the situation:-

My friend have a company registered to SSM this early of year with under 2 ppl name, 1 of it is my friend.

Both registered under director for this company under 50:50 shares. My friend is a sleeping partner for this company, however they are making loss and would like remove himself from this company. Another partner is at overseas now and ignoring the company operation. THere is no complaint or any outstanding debt now but afraid it might have in future.

What is the process to remove my friend from this company directorship? Or if my friend with 50% shares have a right to terminate the company, he would like to do so. In summary, my friend just want to cut all relationship with the registered company, what is process or move he can do?

Thanks
*
WTF2008
post Jan 4 2019, 11:04 AM

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QUOTE(tkhin @ Jan 4 2019, 11:02 AM)
go to a company that offer secretarial services , they can help u, just have to pay
*
THanks for the info. Any recommended company and roughly how much does it cost?
NightHeart
post Jan 4 2019, 11:39 AM

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Assuming it's a sdn bhd, go back to the company secretary that they engaged last time.
WTF2008
post Jan 4 2019, 01:17 PM

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QUOTE(NightHeart @ Jan 4 2019, 11:39 AM)
Assuming it's a sdn bhd, go back to the company secretary that they engaged last time.
*
yea , its a sdn. bhd.

Alternatively, can he request for strike off?


mas1900
post Jan 4 2019, 01:23 PM

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When you setup the company, you need to appoint directors and also appointed company secretary at the same time. Please go back and look for them. If you have no idea, you can check with SSM for the company secretary in your company record.

There are certain conditions for strike off and it will take a while. Please take it to your company secretary for all your options.
NightHeart
post Jan 4 2019, 01:40 PM

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QUOTE(WTF2008 @ Jan 4 2019, 01:17 PM)
yea , its a sdn. bhd.

Alternatively, can he request for strike off?
*
The best answer still comes from the same company secretary that setup your Sdn Bhd last time. They will advise what can be done & what can't, they'll even tell you the procedure & help you to do it (at a fee of course & again its their price). I know you're feeling quite unsure now but as pointed out by other too, go to the company secretary & a lot of your doubts will be cleared.

This post has been edited by NightHeart: Jan 4 2019, 01:41 PM
Jordy
post Jan 4 2019, 03:01 PM

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QUOTE(WTF2008 @ Jan 4 2019, 10:58 AM)
Hi All,

I would like to know what is the process in order remove ownself from the company directorship?

I tried call to SSM for enquiry, however none of them pick up the call and request to leave contact and only return the call within 14 days.

Here is the situation:-

My friend have a company registered to SSM this early of year with under 2 ppl name, 1 of it is my friend.

Both registered under director for this company under 50:50 shares. My friend is a sleeping partner for this company, however they are making loss and would like remove himself from this company. Another partner is at overseas now and ignoring the company operation. THere is no complaint or any outstanding debt now but afraid it might have in future.

What is the process to remove my friend from this company directorship? Or if my friend with 50% shares have a right to terminate the company, he would like to do so. In summary, my friend just want to cut all relationship with the registered company, what is process or move he can do?

Thanks
*
Sdn Bhd will need at least 2 directors to operate, and in your case you have only 2 appointed directors. So you cannot remove any director. Usually, if a company has 3 appointed directors, the board of directors can call for a EGM with the shareholders to remove the 3rd director from the board. All you need is a majority vote from shareholder to get this done.

In your case, if you wish to keep the company, then both of you may appoint another director and then you may perform the above to remove your friend from the board.
mini orchard
post Jan 4 2019, 04:38 PM

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QUOTE(Jordy @ Jan 4 2019, 03:01 PM)
Sdn Bhd will need at least 2 directors to operate, and in your case you have only 2 appointed directors. So you cannot remove any director. Usually, if a company has 3 appointed directors, the board of directors can call for a EGM with the shareholders to remove the 3rd director from the board. All you need is a majority vote from shareholder to get this done.

In your case, if you wish to keep the company, then both of you may appoint another director and then you may perform the above to remove your friend from the board.
*
Now sdn bhd can have sole director.
Jordy
post Jan 5 2019, 12:16 PM

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QUOTE(mini orchard @ Jan 4 2019, 04:38 PM)
Now sdn bhd can have sole director.
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True, but you still have to check if the new ruling is valid across the board or only valid for new incorporation?
mini orchard
post Jan 5 2019, 12:25 PM

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QUOTE(Jordy @ Jan 5 2019, 12:16 PM)
True, but you still have to check if the new ruling is valid across the board or only valid for new incorporation?
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Valid for all irrespective of date of incorporation.
mini orchard
post Jan 5 2019, 12:36 PM

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QUOTE(WTF2008 @ Jan 4 2019, 10:58 AM)
Hi All,

I would like to know what is the process in order remove ownself from the company directorship?

I tried call to SSM for enquiry, however none of them pick up the call and request to leave contact and only return the call within 14 days.

Here is the situation:-

My friend have a company registered to SSM this early of year with under 2 ppl name, 1 of it is my friend.

Both registered under director for this company under 50:50 shares. My friend is a sleeping partner for this company, however they are making loss and would like remove himself from this company. Another partner is at overseas now and ignoring the company operation. THere is no complaint or any outstanding debt now but afraid it might have in future.

What is the process to remove my friend from this company directorship? Or if my friend with 50% shares have a right to terminate the company, he would like to do so. In summary, my friend just want to cut all relationship with the registered company, what is process or move he can do?

Thanks
*
Discuss with your present Co Sec. He should be able to resolve your problem with the sole directorship allowed.

Jordy
post Jan 5 2019, 12:36 PM

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QUOTE(mini orchard @ Jan 5 2019, 12:25 PM)
Valid for all irrespective of date of incorporation.
*
So in TS' case, what is the process for him to remove his second director? Could it be as simple as the second director retiring himself from the board?
Azurika
post Jan 11 2019, 01:07 PM

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I just had a director resigning from my company. Basically payed the com sec a fee to do it. Resigning is easy, get him to write in a letter saying his resigning. His giving up all shares right ? If he wants assets from the company, thats a different story. But if just want to remove his own name, simple process within a week. If not wrong, we paid about RM700 to get 1 director name off the list.
luminaryxi
post Jan 11 2019, 03:05 PM

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section 208(2) CA 2016 : A director may tender his resignation by giving written notice to the company at its registered office.

Registered office address is shown in SSM Search. Registered office can sometimes be the secretary office as well.

The resignation will take effect on the date the Board of Director receives the letter of resignation.
he must not be the last remaining director. If he is,

Subject to S196(3) CA, where a company has only 1 director or last remaining director, the director shall not resign until he has called for meeting among members (shareholders) to receive notice of resignation and appoint a new director.
cherroy
post Jan 11 2019, 03:54 PM

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QUOTE(Azurika @ Jan 11 2019, 01:07 PM)
I just had a director resigning from my company. Basically payed the com sec a fee to do it. Resigning is easy, get him to write in a letter saying his resigning. His giving up all shares right ? If he wants assets from the company, thats a different story. But if just want to remove his own name, simple process within a week. If not wrong, we paid about RM700 to get 1 director name off the list.
*
Director is just a "job" that appointed in the company.

Resigning has nothing to do with shares ownership.
They are 2 different issues.

One can be the major shareholder, but yet not a director, vice versa
One can be the CEO, director of the company, but own zero share.
or
one resigned from the board of director, but still own the company, aka own the company shares.

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