Examine if there is any non-compliance on the part of the company and statement of the President (Corporate Affairs) is tenable.

According to section 161(4) of the Companies Act, 2013, if office of any director appointed by the company in general meeting is vacated before his term expires in the normal course, the resulting casual vacancy may, in default of and subject to, any regulations in the Articles of the company, be filled by the Board of directors at a meeting of the board which shall be subsequently approved by the members in the immediate next general meeting. Provided that any person so appointed shall hold office only up to the date up to which the director in whose place he is appointed would have held office if it had not been vacated. In the given case, casual vacancy caused due to death of Arup (who was appointed by the company in AGM held on 28/09/2023 for a period of three years) is filled by the Board of directors by appointing Prabhat for a period of three years. However, appointment of Prabhat for a period of three years is in contravention of above stated provisions. As the appointment of Prabhat ought to be approved by members in the immediate next general meeting. However, the appointment was not even proposed or approved in the AGM held on 19/08/2025. Hence appointment of Prabhat contravenes provisions of the Companies Act, 2013. Therefore, the opinion of President (Corporate Affairs) is correct.