Where there is one director

How to hold AGM and file annual financial statements where only one director is available and no other director is appointed before due date of AGM in a private limited company? what is the procedure? whether we can file provisional financial statements?
Replies (6)
Quick Summary
This discussion addresses the challenges of holding an Annual General Meeting (AGM) and filing financial statements for a private limited company with only one director. It clarifies that while one director can often proceed, quorum for members (minimum two) is mandatory. Options include appointing a new director at the AGM, using digital signatures, and obtaining consent via email if a second director is available but absent. Provisional financial statements are not a substitute for audited ones, and filing deadlines for newly formed companies are also mentioned.

Not having a director will not invalidate the proceedings of meeting ,unless otherwise contrary prescribed in AOA of company ,you can increase no of director in AGM itself..Quorum of member is mandatory in AGM , which is Min.2 for pvt company..
@ Salini,

Try video conferencing or other audio visual means .. Practically it doesn't matter wherever he is.We use digital signature for signing PDF financial statements and just other director consent is required.

Provisional financial statements is completely different concept..

If there are two directors & only one is available then just take the consent through email .

If there is only one director & if it is newly formed pvt ltd then you have the option of 18 months period to file financial statements .So you can appoint another director..

If there are two directors & one is not available even through email then appoint another director for name sake & start the filing of annual accounts
The other director is refusing to sign the Financial Statement. And the director who is supposed to be appointed doesn't have Din currently. So back dated appointment also not possible.
No audited financial statements must be filed by one director in case of private limited company it must be signed by 2 directors.. in case u need any assistance inbox me
@ Salini,

Inform him about penal provisions & imprisonment for non filing of annual accounts.He may sign it
@ Tanuj
According to the act The Audited Financial Statement can also be signed by the Chairman authorized by the Board. So what if one Director is the Chairman and he is authorized via resolution to sign the AFS.

Leave a Reply

Your are not logged in . Please login to post replies

Click here to Login / Register  

Company
ARTICLESHIP 14 November 2026
Articleship Assistant

B Thejas and Associates

Bengaluru

CA Foundation

View Details
Company
Featured 27 October 2026
semi-qualified CA

Saini Pati Shah & Co LLP, Chartered Accountants

Mumbai

CA Final

View Details
Company
12 November 2026
Tax Product Specialist

BharatX.ai

Gurgaon

B.Com

View Details
Company
ARTICLESHIP 17 October 2026
Articled Assistant

RRPM & Associates LLP

Chennai

CA Inter

View Details
Company
Featured ARTICLESHIP 31 October 2026
CA Articleship

apricus india

Navi Mumbai

CA Inter

View Details
Company
12 November 2026
Auditor

Oz Taxation

Vijayawada

Graduate (Any)

View Details
Company
10 November 2026
FP&A Executive

Gujarat Guardian

Ankleshwar

CA Final

View Details
Company
ARTICLESHIP 29 October 2026
Article Assistant (CA Inter / CMA Inter) - Thrissur

Varma Raja & Associates

Thrissur

CA Inter

View Details