Recourse(except winding up) in case 3/4 directors resign.

Instead of winding up the company can appoint one or more directors to fulfill the statutory limit of 2....

@ Anjali Negi: Yes,that is an option. My query was is there a proper procedure that is followed for appointment of additional directors in case only one is left?

Directors can be appointed by passing OR in GM. Separate resolution is passed to appoint the each director. In case you want to appoint one or more directors by single resolution then first a separate resolution u need to pass to appoint two directors through single resolution..

@ Anjali: Thank you! Could you maybe quote me a legal citation/source of this information? such as a case(s) or a section? Thankyou :)

yes this is as per section 263 of  Companies act 1956..

Thanks a ton! So just to be clear... If in a company only 1 director is left since the other 3 resigned then regardless of quorum (minimum 2 in case of a private company) he can call for a general meeting to appoint a new director under Section 263?

No, u misunderstood my answer.. the above answer given by me earlier is as per the provisions of Sec 263. In case a company want to appoint a director in General Meeting (i.e normal case) then the quorum is formed by the members not the directors....

Generally there is no effect of presence of directors on the quorum limit  

I think u shud read out the concept of Quorum thoroughly..

No no, I'm saying a company can't have a general meeting unless there is a board meeting first which passes a resolution for holding that particular general meeting, right? but in my case, the board consists of only one director since the others have resigned. So in such a case regardless of the quorum of minimum 2 Directors required can a resolution be passed?