If the number of directors is below the quorum required by the articles of association to take a decision, then no decision can be taken.
Obviously, this could cause problems - if, for example, a number of directors were killed in an accident. The company's shareholders would then need to call a general meeting to either appoint new directors or amend the articles. As far as management of the company is concerned, in the interim an officer will have a duty to:
- File the annual return of the company.
- File a directors' report with the annual return.
- Make the necessary statutory declarations on behalf of the company.