Resignations are not resolved at board meetings as they are negative actions. It is good practice, however, to note a resignation at the next meeting. If a director resigns they should of course inform the board of their intention as the board needs to arrange the administration but there is no procedure to agree or disagree with the action unless there are some relevant restrictions in the articles or a shareholder agreement. Best practice would have the resignee write a letter of disclaimer, stating that they are resigning and have no further claims on the company. A larger business may make a compromise agreement with the resignee, normally though if not leaving willingly. In practice however, the situation is often fraught and procedures and niceties are lost. The only legal parts of the procedure are the filing of the 288b and updating of the register of directors and (if relevant) directors' interests. If the director was an employee then there would be employment law procedures on top of that, more important though for redundancy than resignation. In a nutshell, if a director wishes to resign and has decided to do so, there is pretty much nothing that you can do about.
Last edited by mahutchinson; 24th August 2009 at 15:35.