A Board Resolution For Director Resignation is a crucial corporate governance document required under Malaysian law whenever a director steps down from their position. This document must comply with the Companies Act 2016 and, where applicable, Bursa Malaysia listing requirements. It is typically prepared following receipt of a director's resignation letter and must be approved at a properly convened board meeting. The resolution serves multiple purposes: it formally accepts the resignation, establishes the effective date, outlines any handover arrangements, and authorizes the necessary filings with the Companies Commission of Malaysia. For listed companies, it also triggers disclosure obligations. The document must be maintained in the company's statutory records and may be required by various stakeholders, including banks, auditors, and regulatory authorities.
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1. Company Details: Full legal name of the company, company registration number, and registered address
2. Meeting Details: Date, time, venue of the board meeting, and declaration of quorum
3. Attendance: List of directors present and absent, along with any other attendees
4. Notice and Quorum: Confirmation that proper notice was given and quorum requirements were met
5. Resignation Letter Reference: Reference to the director's resignation letter including its date and receipt
6. Main Resolution: Formal resolution accepting the director's resignation, effective date, and basic terms
7. Authorizations: Authority given to company secretary or other officers to file necessary documents with CCM
8. Closure: Formal closing of the meeting and signature requirements
1. Appreciative Statement: Optional section expressing gratitude for the director's service, used when the departure is amicable
2. Handover Provisions: Details of any handover process for ongoing projects or responsibilities, used when the resigning director held key responsibilities
3. Continuing Obligations: Reminder of ongoing obligations like confidentiality and non-compete clauses, used when such agreements exist
4. Replacement Director: Appointment of a new director to fill the vacancy, if being done simultaneously
5. Corporate Representative Changes: Changes to corporate representatives in subsidiaries or related companies, if the resigning director held such positions
1. Resignation Letter: Copy of the formal resignation letter from the director
2. Form 9 - Notice of Cessation: Draft of the statutory form to be filed with Companies Commission of Malaysia
3. Updated Director Information: List of remaining directors and their details for CCM records
4. Handover Schedule: If applicable, detailed list of matters requiring handover to other directors or officers
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Manufacturing
Technology
Retail
Healthcare
Real Estate
Construction
Energy
Telecommunications
Professional Services
Education
Transportation
Agriculture
Mining
Hospitality
All Corporate Sectors
Relevant Teams
Legal
Corporate Secretarial
Compliance
Corporate Governance
Board Secretariat
Executive Office
Administrative
Regulatory Affairs
Relevant Roles
Chief Executive Officer
Company Secretary
Corporate Secretary
Legal Counsel
Compliance Officer
Board Chairman
Director
Managing Director
Corporate Governance Officer
Legal Director
Chief Legal Officer
Board Member
Executive Director
Non-Executive Director
Independent Director
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