Only one director remain in board

This query is : Resolved

Jitendra Mathur (Querist)
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05 February 2015 Sir/Mam
My Query is:
There is a company having 3 directors, out of those 3 director 2 vacate office due to the provisions of section 167 read with section 164 of the Companies Act, 2013.
Now how can we appoint new director to meet the minimum requirement of 2 directors for a private company.
Those 2 person are shareholder also of 75% holding and will not come for shareholders meeting. Total shareholders are 3. (No Quorum without there presence)
Pls guide...

c.bakshi

c.bakshi (Expert)
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06 February 2015 if it is physible, appoint them in back date where the two existing directors are present and otherwise EGM has to be called for the appointment of the director to fill casual vacancy.... approval from tribunal/CLB/CG has to be taken under these circumstances.

Jitendra Mathur

Jitendra Mathur (Querist)
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06 February 2015 In our case It is nor possible to do it in back date or call shareholders meeting.
Is there any other option...??

c.bakshi

c.bakshi (Expert)
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07 February 2015 section 98 of Companies Act, 2013 empowered a director to make an application to the tribunal to call upon a meeting for appointment of a director when the quorum is One.

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