Legal Insights — EN

What Should I Do If I Have Resigned as Manager but the Registry Still Shows My Authority?

When a manager resigns, the date the notice is received and registry procedures are distinguished; the authority record, banking transactions and liability for previous periods are examined together.
An authority marker removed from its desk slot and its matching shape remaining on the registry shelf

Company Management, Representation and General Meetings

Company Management, Representation and General Meetings

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Stating that you have resigned as manager and correcting the representation entry in the registry are different procedures. Who received the resignation notice, how and when are examined, followed by identification of the necessary registry procedures. You may also remain a shareholder. The office of manager, representation authority and shareholder status must be assessed separately; each may require a different record or procedure.

Prepare the resignation text, dispatch and delivery evidence, manager appointment resolution, articles of association and current registry record. If bank authorisations or separate powers of attorney have been granted, their scope is also checked. Being the company's sole manager and an inability to appoint a replacement may affect planning. If transactions are alleged to have been carried out in your name afterwards, dated records are particularly significant.

Resigning does not automatically eliminate all liability for earlier periods. The legal conditions for tax, social security contribution, private debt and managerial liability differ. This article concerns properly completing departure from office and the representation entry, rather than determining from whom past debts may be recovered. Continued use of old signature specimens or digital access is also assessed alongside the current authority arrangements.

Prepare the resignation notice and proof of delivery together with the current registry record. The procedures required for departure from office, the representation record and separate powers of attorney are identified individually.

File review is a paid service. The scope and fee are set out in writing before work begins.

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