Legal Question in Business Law in California

Question is too vague to answer.

It would be helpful to know what your capacity with the corporation was at that time. Officers and directors can resign at any time (Corporations Code section 305 as to directors and 312 as to officers) by giving written notice. You can't "resign" as a shareholder. You also need to be wary about any personal guarantees you may have given while affiliated with the corporation.

If you were the registered agent for service of process, you need to inform the California Secretary of State of your intention to relinquish that office. For a small fee, the Secretary of State can also provide you with a copy of the corporation's most recent SO-200 filing; this is the list of directors and officers that the corporation must file periodically. See if you are listed.

Since both 305 and 312 require written notice, you should perhaps give such notice now, but in all probability the corporation, if actively managed, has already assumed you resigned due to your lack of participation for five years, coupled with the oral notification.

If this answer doesn't seem to cover your situation, re-ask with more details or contact me directly.

verbal resignation is no resignation in the eyes of law. there has to be some written communication in this regard. go n check with the corporation as to when did they strike your name out of the rolls or they have not done so far. in case they have not done so, give a resignation in writing and obtain a receipt thereof.

To protect yourself from any liability, your resignation should be made in writing and you should have a copy of that letter with signature from the company that it has been accepted or at least received. Verbal resignation is not a resignation at all in the eyes of the law as it is very hard if not impossible to prove. In your case, you should go to the company and make sure that your name was already stricken out from the records. If not, you should ask for a certification stating your fact of resignation to include the date and other particulars.

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