How would you identify, check and verify, the compliance of applicable statutory provisions adherence to good corporate governance during the Secretarial Audit of S.S. Telecom Company Ltd., an unlisted public company.

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2017
How would you identify, check and verify, the compliance of applicable statutory provisions adherence to good corporate governance during the Secretarial Audit of S.S. Telecom Company Ltd., an unlisted public company.

Answer & Explanation:

Secretarial Audit is a process to check compliance with the provisions of all laws applicable specifically to the company and rules/regulations/procedures; adherence to good governance practices with regard to the systems and processes of seeking and obtaining approvals of the Board and/or shareholders, as may be necessary, for the business and other activities of the company, carrying out activities in a lawful manner and the maintenance of minutes and records relating to such approvals or decisions and implementation. Secretarial Auditor shall examine the books, papers, minute books, forms and returns filed and other records maintained by S.S. Telecom Company Ltd. According to the provisions of: The Companies Act, 2013 and the rules made there under; The Securities Contracts (Regulation) Act, 1956 and the rules made there under; The Depositories Act, 1996 and the Regulations and Bye-laws framed there under; The Foreign Exchange Management Act, 1999 and the Rules and Regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; Other laws as may be applicable specifically to the company, these may be TRAI Act, 1997, Rules, regulations and Bye-laws framed there under; India Telegraph Act The Indian Wireless Telegraph Act, 1933 (if applicable)' Other applicable laws Secretarial Standards, issued by ICSI Constitution of Board of Directors with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. Recording of the Majority decision is carried through while the dissenting members' views are captured and recorded as part of the minutes. Reporting on adequate systems and processes in the company.

Topics: Secretarial Audit

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