A board resolution for a casual vacancy of auditor records the Board filling a vacancy in the office of auditor caused by resignation, death or disqualification.
Under Section 139(8) of the Companies Act, 2013, a casual vacancy in the office of auditor is filled by the Board within 30 days. Where the vacancy is caused by the auditor's resignation, the Board's appointment must also be approved by members at a general meeting convened within three months. Where it is caused by death or disqualification, the Board fills it without member approval.
When is this resolution needed?
Use this when an auditor resigns, dies or becomes disqualified mid-term and a replacement must be appointed until the next AGM.
Who can pass it?
The Board fills the vacancy; member ratification within three months is required only where the vacancy arose from resignation.
This is a free template for general convenience and not a substitute for professional advice. The resolution must be passed at a duly convened meeting, recorded in the minutes and certified by an authorised signatory. Some matters also require members' approval or specific e-form filings.