Can minority directors oppose appointment of director?

CA Ankur Agarwal (CA) (110 Points)

04 January 2019  

SUPPOSE THERE ARE 5 DIRECTORS IN A COMPANY. 3 OF WHICH ARE MAJORITY DIRECTOR AND REMAINING 2 ARE MINORITY DIRECTORS.

NOW THE MAJORITY DIRECTOR PROPOSED TO APPOINT ANOTHER DIRECTOR INTO THE COMPANY. THE MINORITY DIRECTOR DO NOT WISH TO ADMIT THE NEW DIRECTOR ON GROUNDS OF FRADULENT NATURE OF NEW DIRECTOR. 

CAN THE MINORITY DIRECTOR STOP SUCH APPOINTMENT?

WHAT IS THE REMEDY AVAILABLE WITH THEM.?