Dixit & Co. are the auditors of KVS Ltd. appointed at the annual general meeting (AGM) held on 19th September, 2024 for a period of five years. However, due to difference of opinion on certain important matters with

CS Executive · Company Law and Practice · PYQS · December 2025
Dixit & Co. are the auditors of KVS Ltd. appointed at the annual general meeting (AGM) held on 19th September, 2024 for a period of five years. However, due to difference of opinion on certain important matters with the Director (Finance) of the company, Dixit & Co. decided not to seek re-appointment as auditors at the AGM held on 22nd September, 2025 but failed to inform their unwillingness in writing prior to AGM. The Company proceeded further and re-appointed them as auditors in the AGM. Post AGM, Dixit & Co. informed in writing their unwillingness to act as auditors. Analyse the situation and explain the further course of action KVS Ltd. should take under the provisions of the Companies Act, 2013.

Answer & Explanation:

The Auditors conveyed their unwillingness to act as Auditors after they were reappointed by the company in the AGM held on 22.09.2025. Hence, the re-appointment is valid. The communication of unwillingness to act as an auditor after a valid re-appointment made in the AGM amounts to resignation of auditor causing a casual vacancy. As per section 139(8) of the Companies Act, 2013, any casual vacancy in the office of an auditor shall in the case of a company, be filled by the Board of directors within thirty days. Where such casual vacancy is as a result of the resignation of an auditor, such appointment shall also be approved by the company at a general meeting convened within three months of the recommendation of the Board and such auditor shall hold the office till the conclusion of the next annual general meeting. Hence, the company should take the required steps to fill up the casual vacancy so caused.

Topics: Audit and Auditors

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