Company

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

26 October 2015 hello
i have incorporated a company kindly guide me regarding the further procedure for appointment of auditors and allotment of share certificate and how should i go about it please reply????

Arpit Shah

Arpit Shah (Expert)
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27 October 2015 http://taxguru.in/company-law/process-appointment-auditor-companies-act-2013.html

Arpit Shah

Arpit Shah (Expert)
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27 October 2015 http://taxguru.in/company-law/allotment-shares-companies-act-2013.html

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Querist : Anonymous

Querist : Anonymous (Querist)

27 October 2015 dear arpit ji,
if possible then please be available and guide if i am not appointing the auditor within 30days then what will be consequences?

and is it first auditor need to be appointed in board meeting of the company???????

and we dont need to intimate registrar for the appointment of first auditor of company.

Asha Kanta Sharma

Asha Kanta Sharma

(Expert)
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19 July 2024 Certainly! Here’s a step-by-step guide on the procedures for appointing auditors and allotting share certificates after incorporating your company:

### Appointment of Auditors:

1. **First Auditor Appointment:**
- As per the Companies Act, 2013, the first auditor of the company must be appointed by the Board of Directors within 30 days from the date of incorporation.
- If the Board fails to appoint the first auditor within 30 days, the decision falls to the shareholders in a general meeting within the next 90 days.
- There are no specific requirements for appointing the first auditor in a board meeting; it can also be done through a resolution passed by circulation.

2. **Procedure for Appointment:**
- Call a Board meeting and propose the appointment of the auditor.
- Obtain consent and eligibility certificate from the proposed auditor.
- Pass a resolution at the Board meeting to appoint the auditor.
- Issue a formal appointment letter to the auditor.

3. **Filing Requirement:**
- There is no requirement to intimate the Registrar of Companies (RoC) for the appointment of the first auditor. However, subsequent auditor appointments and changes need to be filed with the RoC within 15 days.

### Allotment of Share Certificates:

1. **Procedure for Allotment:**
- Prepare a list of shareholders to whom shares are allotted.
- Prepare share certificates (physical or electronic) and have them signed by authorized signatories (usually directors).
- Stamp the share certificates as per the Stamp Act requirements (if applicable).
- Ensure that the shares are allotted within 60 days from the date of receipt of application money for shares.

2. **Documentation:**
- Maintain proper records of share allotments, including minutes of meetings, share application forms, board resolutions, etc.
- Update the Register of Members and issue share certificates promptly.

3. **Filing Requirement:**
- There is no requirement to file share certificates with the RoC. However, maintain these documents for future reference and compliance audits.

### Consequences of Delay in Appointment of Auditor:

- If the first auditor is not appointed within 30 days, it is considered a default.
- The Board must call a general meeting within the next 90 days to appoint the auditor. Failure to do so can result in penalties and non-compliance issues with the RoC.

### Additional Tips:

- Ensure compliance with all applicable provisions of the Companies Act, 2013, and rules made thereunder.
- Consult with a company secretary or legal advisor to ensure all procedures are followed correctly.
- Keep all records, resolutions, and filings updated and organized for future audits and compliance checks.

By following these steps diligently, you can ensure smooth compliance with statutory requirements and operational transparency for your newly incorporated company.