Sunshine Ltd. is a listed company. As a secretarial auditor, prepare a check-list for verifying the compliances relating to retirement of directors as per provisions of the Companies Act, 2013.

Checklist for verifying the compliances relating to retirement of directors as per section 152 (6) of Companies Act, 2013 for Sunshine Ltd., a listed company is given below:- Check whether One third of directors for the time being are liable to retire by rotation, or if their number is not three or a multiple of three, then the number nearest to one third need to retire from their office at every annual general meeting, except first annual general meeting. (Note: in calculating the total number of directors, independent directors should not be included); The directors retiring by rotation are those who have been longest in office since their last appointment; Between directors appointed on the same day, the retirement was, in default of and subject to any agreement among themselves, determined by draw of lots; The company may fill up such vacancy caused by aforesaid retirement by appointing the retiring director or some other person; and in the notice of General Meeting, shareholders must be provided with the following information: a brief resume of the director; nature of his expertise in specific functional areas; disclosure of relationships between directors inter-se; names of listed entities in which the person also holds the directorship and the membership of Committees of the board; and shareholding of non-executive directors. The provisions of the Act, Articles of Association and other applicable rules have been complied with.