Appointment of an auditor ???????

1)Where an auditor appointed in an AGM refuses to accept the appointment it cannot be said that the appointment is complete and effective in such a case, no valid appointment has been made at an agm

2)The BOD could appoint an auditor only under the circumstances contemplated in respect of first auditor and casual vacancy caused otherwise than on account of resignation.Since the appointment of an auditor having been made by the shareholders, the power of central government to appoint the auditors under sec 224(3) could not be invoked.

thus auditor can be appointed only at an AGM