Our Company has signed balance sheet on 30.09.2012. Auditor's report is also signed on 30.09.2012.
As per the auditors they cannot change the signing date of the Balance Sheet and Audit Report.
Since, 30.09.2012 was Sunday, I cannot conduct AGM on Sunday.
Now, one solution left is I can file for extension of AGM. But I am afraid that the time limit has elapsed.
There is another solution, that I can pass notice of AGM to be held on 29.09.2012 and on that meeting it is declared that Accounts not finalised and so meeting shall be conducted on sunday 30.09.2012.
28 February 2013
Section 166(2) inter alia states that every annual general meeting shall be called on a day, which is not a public holiday. It has been clarified by the Department vide Circular F. No. 8/23/(166)/69-CL-V that section 166 of the Companies Act deals with the actual period during which the annual general meeting is to be held. Sub-section (2) states that every annual general meeting shall be held on a day that is not a public holiday and this provision is mandatory. If the provision of section 166(2) are to be considered as 'merely regulatory' as suggested "shall be called" used in the section will ceased to have any meaning.
28 February 2013
Delay in completion of audit not a special reason for extension of time for holding annual general meeting The liberal policy of granting extension of time to companies to enable them to call their annual general meetings on the ground that the audit of their account has not been completed or that their accounts have not yet been compiled or cast for submission to the auditors or for other similar reasons indicating slackness, negligence or deliberate default on the part of the managements or the auditors of companies, can no longer be justified. The law contemplates that the permissible interval between two consecutive annual general meetings should not be lightly extended. The Government has accordingly decided that delay in the completion of the audit of the annual accounts of a company should not ordinarily constitute a "special reason" justifying the grant of extension of time for holding its annual general meeting. Companies are, therefore requested to take all suitable steps to ensure that their annual accounts are audited in good time so that their annual general meetings may be called within the statutory time-limit. Source: Press Note, dated 29-1-1959.
28 February 2013
Delay in completion of audit not a special reason for extension of time for holding annual general meeting The liberal policy of granting extension of time to companies to enable them to call their annual general meetings on the ground that the audit of their account has not been completed or that their accounts have not yet been compiled or cast for submission to the auditors or for other similar reasons indicating slackness, negligence or deliberate default on the part of the managements or the auditors of companies, can no longer be justified. The law contemplates that the permissible interval between two consecutive annual general meetings should not be lightly extended. The Government has accordingly decided that delay in the completion of the audit of the annual accounts of a company should not ordinarily constitute a "special reason" justifying the grant of extension of time for holding its annual general meeting. Companies are, therefore requested to take all suitable steps to ensure that their annual accounts are audited in good time so that their annual general meetings may be called within the statutory time-limit. Source: Press Note, dated 29-1-1959.
28 February 2013
Mr. Ajay Mishra, try and post relevant information in one single reply.
@Sweta,
It is really hard to work with such dumb and highly stupid auditors who agreed to signed balance sheet and auditors report on 30.09.12, without even thinking --- what would be the date of AGM.
Such bunch of auditors should immediately be thrown out of the company. Anyways if possible, try and put pressure on auditor to change the date of signing. In fact auditor has no right to say that they will not change the date of signing.
28 February 2013
No nothing is possible in your case as auditors have closed all the options by signing auditor report on 30.09.12. It seems the intention of auditor is melafide (bad) and they have framed you regarding company law provisions. You should immediately talk to your management in this regard as I do not see any problem in signing papers on 29.09.12.
Adjournment + extension of AGM is also not possible as it is necessary to apply for adjournment before 30.09.12.
Actually in Balance Sheet they have mentioned payments made of TDS on 30.09.2012 also so they are saying that entire thing will have to change. Also, this is filed with Income Tax department. So, they wont be able to change it.
Can I take help of DCA Letter No. 8-16(1)-61-PR dated 19 May 1961.
Means, I will show AGM dated 29.09.2012 in the meeting it is discussed that since the accounts are not yet signed by the Management we will adjourn meeting to 30.09.2012 and conduct the same on that day.
Also, will it create any proble while ROC filing under XBRL.
As on date, anything is not possible, because time period has been over and 2013 is going on. So you will face penalty and prosecution under the Companies Act, 1956.
05 March 2013
One Option is Left, Pressurize Auditor to Change the date. and as far as IT return filling is concerned, revise the return.
I suggest you to change the date in audit reports except tax audit reports. MCA concerned with statutory audit reports. ask to change in statutory audit reports only.not in income tax audit report.
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