The primary objective of compliance management backed by secretarial audit is to safeguard the interests of the company and its stakeholders. Discuss the provisions governing secretarial audit under the Companies Act, 20
CS Professional · Advanced Company Law and Practice · PYQS · June 2015
The primary objective of compliance management backed by secretarial audit is to safeguard the interests of the company and its stakeholders. Discuss the provisions governing secretarial audit under the Companies Act, 2013 and the applicable rules made thereunder.
Answer & Explanation:
Section 204 of the Companies Act, 2013 provides for mandatory secretarial audit for following companies: every listed company; every public company having a paid-up share capital of ₹50 crore or more; or every public company having a turnover of ₹250 crore or more. The Secretarial Audit is applicable to a private company which is a subsidiary of a public company, and which falls under the prescribed class of companies. The companies which are not covered under section 204 may obtain Secretarial Audit Report voluntarily as it provides an independent assurance of the compliances of applicable laws of the company. As per sub-rule (2) of rule 9, the format of the Secretarial Audit Report shall be in Form No. MR.3 and secretarial audit report shall be annexed with the Board's report. In terms of section 204(1), only a member of the Institute of Company Secretaries of India holding certificate of practice (company secretary in practice) can conduct Secretarial Audit and furnish the Secretarial Audit Report to the company. As per rule 8 of the Companies (Meetings of Board and its powers) Rules, 2014, secretarial auditor is required to be appointed by means of resolution at a duly convened board meeting of the company. Section 204(2) of the Companies Act, 2013 provides that it is the duty of the company to give all assistance and facilities to the company secretary in practice, for auditing the secretarial and related records of the company.
Topics: Audit and Auditors
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