Soya Products Ltd. has been operating successfully for several years. In the financial year 2020-21, the company reported a significant increase in revenue and profits. However, in 2024-25, a whistleblower within the com

CS Executive · Company Law and Practice · PYQS · December 2024
Soya Products Ltd. has been operating successfully for several years. In the financial year 2020-21, the company reported a significant increase in revenue and profits. However, in 2024-25, a whistleblower within the company revealed that the financial statements for 2020-21 were manipulated by the company's top management to inflate profits and conceal losses. The whistleblower filed a complaint with the Central Government, providing supporting documents. The Central Government conducted an investigation based on the whistleblower's evidence and concluded that the accounts for 2020-21 should be re-opened and the financial statements re-cast. Referring to the provisions of the Companies Act, 2013, examine the feasibility of re-opening the accounts and re-casting the financial statements for the financial year 2020-21.

Answer & Explanation:

Section 130 of the Companies Act 2013, provides for provisions relating to re-opening of books of account or re-casting of its financial statements of the company. Accordingly, (i) A company shall not re-open its books of account and shall not recast its financial statements, unless an application to the tribunal or by court of competent jurisdiction, in this regard is made by any one or more of the following - the Central Government, or the Income-tax authorities, or the Securities and Exchange Board of India (SEBI), or any other statutory regulatory body or authority or any person concerned, and An order in this regard is made by a court of competent jurisdiction or the Tribunal. (ii) The re- opening and recasting of financial statements is permitted only for the following reasons - the relevant earlier accounts were prepared in a fraudulent manner; or The affairs of the company were mismanaged during the relevant period, casting a doubt on the reliability of financial statements. (iii) The Tribunal shall give the notice to- the Central Government, the Income-tax authorities, the Securities and Exchange Board, any other statutory regulatory body or authority concerned or any other person concerned and shall take into consideration the representations, if any, made by Central Government or the authorities, Securities and Exchange Board or the body or authority concerned or any other person concerned before passing any order under this section. (iv) The accounts so revised or re-cast under this section shall be final. No order shall be made under Section 130 (1) of Companies Act, 2013 in respect of re-opening of books of account relating to a period earlier than eight financial years immediately preceding the current financial year. Provided that where a direction has been issued by the Central Government under the proviso to sub-section 5 of section 128 of the Companies Act, 2013 for keeping of books of account for a period longer than eight years, the books of account may be ordered to be re-opened within such longer period. The Central Government is the competent authority to make an application to the Tribunal for re-opening of the accounts and re-casting of the financial statements for the financial year 2020-21. The company's relevant earlier accounts were prepared in a fraudulent manner which is a permitted ground for moving an application by the Central Government and issuing the order by the Tribunal. The application is sought for re-opening of the accounts for 2020-21 which is the 4th year preceding to the current financial year 2024-25 and it is within the block of permitted 8 years preceding to the current financial year. Hence, it is feasible that the Central Government can make an application to the Tribunal and the Tribunal may order for re-opening of accounts and re-casting of financial statements for the financial year 2020-21.

Topics: Accounts and Audit

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