Boris Johnson began a reshuffle of his Cabinet shortly before announcing his resignation as Tory leader.
He appointed a string of new Cabinet ministers to replace MPs who quit as part of the mass ministerial exodus in protest at his leadership.
Here is a look at his new appointments.
Greg Clark
Mr Clark has been appointed Levelling Up Secretary, a day after Mr Johnson sacked his predecessor Michael Gove.
Mr Clark went on the record to say he had voted to oust Mr Johnson in the no-confidence vote last month.
The MP for Tunbridge Wells was one of the Tory rebels Mr Johnson kicked out of the party in retaliation for rebelling over Brexit in 2019.
Shortly after his appointment on Thursday, Mr Clark tweeted: “We have a duty to ensure that the country has a functioning government in the weeks ahead.
“Having been Secretary of State at the Communities department before, I will do my best to provide stability, good governance and accountability to Parliament at this important time.”
He served in the Cabinet under Theresa May and David Cameron as communities secretary and then business secretary.
His appointment suggested Mr Johnson was reaching out to different wings of the Tory party.
Sir Robert Buckland
Sir Robert Buckland has been made Secretary of State for Wales, following the departure of Simon Hart.
The former Lord Chancellor accepted the offer of a Cabinet post just hours after questioning Mr Johnson’s integrity and saying he “can no longer go on”.
“Any reasonable observer would say he no longer has any authority,” he told LBC Radio on Thursday morning.
He also told Sky News it was “crucial” there were enough people carrying out the functions of Government in a “caretaker period” with no new policy initiatives.
After his appointment, he told Sky News he only took the job because Mr Johnson quit and he wanted to “serve our country”.
“If he had asked me yesterday, I would have said no,” he said.
Following the twin Tory by-election defeats in June, Sir Robert said he told Mr Johnson to “look in the mirror and do better” and that the party was “about more than one man”.
Mr Johnson sacked Sir Robert as Justice Secretary and Lord Chancellor in the Cabinet reshuffle in June 2021. He had served in the Government for seven years.
The South Swindon MP belongs to the One Nation caucus of Tory MPs.
James Cleverly
Mr Cleverly has been appointed Education Secretary, making him the third person in that role in 48 hours, and the seventh in eight years.
Nadhim Zahawi was in the post on Tuesday afternoon before being appointed Chancellor, to be replaced by Michelle Donelan before she quit on Thursday.
Mr Cleverly was previously minister for Europe in the Foreign, Commonwealth and Development Office. His responsibilities shifted to Europe from the Middle East and North Africa in February’s reshuffle.
Mr Cleverly, one of Mr Johnson’s oldest allies from his time as Mayor of London, stood behind the Prime Minister after June’s confidence vote, saying it had been a “clear win” for Mr Johnson.
He has been the Conservative MP for Braintree in Essex since 2015.
Kit Malthouse
Downing Street appointed Kit Malthouse as Chancellor for the Duchy of Lancaster, the most senior minister in the Cabinet Office after the Prime Minister.
He succeeds Steve Barclay, who was made Mr Johnson’s new Health Secretary on Tuesday.
Mr Malthouse, seen as another of Mr Johnson’s long-standing City Hall allies, was previously a minister of state in the Home Office and Ministry of Justice.
After his appointment, he tweeted Mr Johnson had made “the right decision”.
“Yesterday I was clear with the Prime Minister about my assessment of the political and ethical landscape that he faced, and the best course of action for the good governance of the country”.
He added that he hoped to “provide stability during this period” in his new role.
Mr Malthouse said publicly that he had voted to back Mr Johnson in June’s confidence vote.
Shailesh Vara
Shailesh Vara was appointed Secretary of State for Northern Ireland, after his predecessor Brandon Lewis resigned earlier on Thursday.
Before his appointment, he tweeted that it was “the right decision” by Mr Johnson to resign.
“His place in history is secure. He delivered Brexit and oversaw the vaccine rollout and financial assistance plan during the Covid pandemic,” he said.
Mr Vara publicly backed Mr Johnson in the confidence vote, and called for the party to “unite” rather than “talk about ourselves” after he won.
Mr Vara has previously served as a minister for Northern Ireland, a minister for Justice, a minister in the Department for Work and Pensions and as a Government whip.
He raised eyebrows by describing Northern Ireland as “part of Great Britain” in 2018.
He has been the North West Cambridgeshire MP since 2005.
Andrew Stephenson
Mr Stephenson was appointed Minister without Portfolio and will attend Cabinet, No 10 said.
He tweeted on Thursday: “I have loyally supported our last 3 Prime Ministers and our party in delivering for our country. Now that @BorisJohnson has decided to resign we must ensure a smooth transition so we may continue to do so”.
The Pendle MP was previously a minister of state at the Department for Transport. Before that he was a minister in the Foreign Office.