461. Appointment of auditors of public company: general
(1) An auditor or auditors of a public company must be appointed for each financial year of the company, unless the directors reasonably resolve otherwise on the ground that audited accounts are unlikely to be required.
(2) For each financial year for which an auditor or auditors is or are to be appointed (other than the company's first financial year), the appointment must be made before the end of the accounts meeting of the company at which the company's annual accounts and reports for the previous financial year are laid.
(3) The directors may appoint an auditor or auditors of the company—
(a) at any time before the company's first accounts meeting,
(b) following a period during which the company (being exempt from audit) did not have any auditor, at any time before the company's next accounts meeting,
(c) to fill a casual vacancy in the office of auditor.
(4) The members may appoint an auditor or auditors by ordinary resolution—
(a) at an accounts meeting,
(b) if the company should have appointed an auditor or auditors at an accounts meeting but failed to do so,
(c) where the directors had power to appoint under subsection (3) but have failed to make an appointment.
(5) An auditor or auditors of a public company may only be appointed—
(a) in accordance with this section, or
(b) in accordance with section 462 (default power of Registrar).