banner_ad

When there is only 1 director remaining on the board

Companies Act 2013 990 views 3 replies

What happens when there is only 1 director remaining on the Board and continuing director does not want to appoint any additional director? Outgoing director has resigned 15 days back and continuing director does not want to appoint any director now. How long can company run with only 1 director? Company hasn’t paid employees salaries for 3 months.

What is solution available for employees/company in case continuing director is delaying in appointing the another director/additional director?

Thanks in advance.

Replies (3)

Whether CS will be liable if such thing happens?

according to me if company is not fulfill minimum requirement of his directors in the company there is power of ROC to strike off the name of the company.

company have to comply the requirements of companies act

if the companies director decrease to minimum requirement and the company is not appoint any director within 6months from the date of decreasing director ,ROC have power to srike off the name of company.

Dear Learner,

Please note in case of casual vacancy of private limited company TABLE F regulations of Article of Assoication states that when number of directors fall below from statutory limit then 1 director has power to call Extra-ordinary general meeting. The agenda of meeting will be only 1 thing i.e. apointment of new additional director..

Table F reproduced for your reference : 

69. The continuing directors may act notwithstanding any vacancy in the Board; but, if and so long as their number is reduced below the quorum fixed by the Act for a meeting of the Board, the continuing directors or director may act for the purpose of increasing the number of directors to that fixed for the quorum, or of summoning a general meeting of the company, but for no other purpose.


CCI Pro

Leave a Reply

Your are not logged in . Please login to post replies

Click here to Login / Register  

Company
10 June 2026
Senior Account Executive

JDS Advisory LLP

Ahmedabad

CA Inter

View Details
Company
ARTICLESHIP 27 May 2026
CA Article Trainee

Rahul Dang & Associates-Chartered Accountants

Pune

CA Inter

View Details
Company
Featured 28 May 2026
SEMI QUALIFIED/ CA DROPOUTS/ ARTICLES

T R SOOD & CO

New Delhi

CA Inter

View Details
Company
Featured 26 May 2026
Account Executive

SMJ global advisors pvt ltd

New Delhi

B.Com

View Details
Company
19 May 2026
Article, CA & Paid Assistant Positions

Aggarwal Sarawagi and Co

New Delhi

CA

View Details
Company
Featured 27 May 2026
Lead Conversion Executive / Sales Closing Executive

SMJ global advisors pvt ltd

New Delhi

B.Com

View Details
Company
27 May 2026
Audit Assitant

Virender K Gupta and Co

New Delhi

B.Com

View Details
Company
19 May 2026
Fundraising Expert

MentorsWorld Ventures Private Limited

Ahmedabad

Others

View Details