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No quorum in bod, how to appoint a director?

Muhammed Hashim (Accounts Manager) (32 Points)

28 September 2018

Hi Members, Our company is a PVT LTD Company with only two directors. One of them is disqualified in yet another company and so he has to vacate directorship from this company too. He is one of our first director. Since there is no quorum in BOD for appointing new directors at present, how can i appoint a new director? What will be legal validility of our actions with this disqualified director in till the appointment of new director?

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4 Replies

CA Sunil Kumar (Chartered Accountant) (4514 Points)
Replied 28 September 2018

AS per section 174.of CA, if the number of directors is reduced below the quorum fixed by the act, the continuing director may act for the purpose of increasing the number of directors to that fixed for the forum.

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vaishali singh (trainee) (395 Points)
Replied 04 October 2018

or of summoning a general meeting of the company and for no other purpose.

Muhammed Hashim (Accounts Manager) (32 Points)
Replied 06 October 2018

Sir,

We came to know about his disqualification in jest few weeks back. From the disqualification list, it shows he is disqualified form November 2016 onwards( But he was no on that list till march 2018 when i check). Shall we file tax audit reports? In september we taken DIN for two other persons. Kindly advise the procedure.