The main legal principle established in the judgment is that the resignation of a director becomes effective upon communication to the board, and acceptance by the board is not necessary if the resignation is intended to operate immediately.

( 1 ) COMPANY Application No. 1003/2000 is filed under Section 454 (5) and (5a) of the Companies act, 1956, for not complying with the provisions of Section 454 of the Companies Act against three Directors of the Company under liquidation.

( 2 ) COMPANY Application No. 1263/2000 is filed under Section 538 (1) (e) of the Companies Act, 1956 for a direction to the aforesaid three Directors of the Company to hand over all the books and records of the Company in liquidation and on their failure to do so to take action.

( 3 ) COMPANY Application No. 1264/2000 is filed under Section 538 (1) (A) of the Companies Act for a direction to respondents 1 to 3, the Directors, to hand over movable and immovable property of the company in liquidation and on their failure to do so to take appropriate action.

( 4 ) PROFESSOR Ramaswamy P. Aiyar who is the third respondent in the aforesaid three applications has made these applications,. e. CAs 610, 611 and 612 of 2001, to delete his name in the aforesaid three applications and to afford him appropriate relief under Section 633 of the Act. In support of the prayer, the applicant contends that though he was a Director of the Company in liquidation, on 5-7-1995 he resigned from the company which resignation was accepted on 9-8-1995. Accordingly, his name is not shown in the annual report of the Company for the year ending 31-3-1995. The auditors of the Company in their letter dated 27-7-1998 addressed to the tax Recovery Officer indicated that the applicant was not a Director of the Company. Documents evidencing the said fact is also produced. Auditors have also issued a letter dated 18-5-2000 confirming that he ceased to be director by June 1996. It was contended that he was never in possession or control or custody of any movable or immovable property belonging to the Company or any books or papers of the company. It is the first respondent who is responsible for the affairs of the company and he has sworn to an affidavit to that effect and a copy of the same is produced. Therefore, he has sought for deletion of his name from the above applications and to drop all proceedings initiated against him.

( 5 ) OPPOSING the said application, the Official Liquidator has filed his statement of objections. It is stated in the said objections that the applicant was appointed as a Director on 8-8-1990 and the records maintained with the Registrar of Companies shows that he continues to be the Director; company has not filed Form No. 32 under Section 303 of the Companies Act as required under law. Therefore, it cannot be said that the applicant ceased to be the director of the company. The affidavit of another Director of the Company cannot be relied upon to relinquish any liability of the other Director. Therefore, he has sought for rejection of the said applications.

( 6 ) THE respondent-company was ordered to be wound up by this Court on 15-11-1999. The director of the Company who is incharge of the affairs of the company under liquidation has sworn to an affidavit stating that the applicant has resigned from the Board as per his letter dated 5-7-1995 which was duly accepted on 9-8-1995. But, due to inadvertence Form No. 32 was not filed. The said fact is also clear from the annual report of the Company for the year ending 31-3-1995 where the name of the applicant is not shown. The letters of the auditor of the company addressed to the Tax Recovery Officer shows that the applicant ceased to he the director. It is also evidenced by the certificate issued by the auditors. Under these circumstances, it is clear that the applicant ceased to be the Director of the Company under liquidation from 5-7-1995, the dale of resignation letter which was duly accepted on 9-8-1995. Merely because the Company has not filed Form No. 32 as required under law and the same is not registered with the Registrar of Companies it cannot be said that the applicant continues to be the Director of the company under