12 June 2013
Please find below the relevant provisions regarding appointment of first auditor.
As per section 224(5), the first auditor or auditors of a company shall be appointed by the Board of directors within one month of the date of registration of the company; and the auditor or auditors so appointed shall hold office until the conclusion of the first annual general meeting. Following provisions are related to the matter:
(i) Appointment of first auditors in general meeting.—A company in general meeting may appoint the first auditor or auditors if the Board of directors fails to exercise its power of appointment of first auditors within one month of the date of incorporation of the company.
(ii) Appointment of first auditors through Memorandum and Articles of Association.—The Institute of Chartered Accountants of India has expressed its opinion vide Compendium of Opinion Volume No. 1 that the appointment of first auditors through the Memorandum and Articles of Association of the newly floated private company is not a valid appointment.
(iii) Removal of first auditors.—The company may, at a general meeting, remove first auditor(s) or all or any of such auditors and appoint in his or their places any other person or persons who have been nominated for appointment by any member of the company and of whose nomination notice has been given to the members of the company not less than fourteen days before the date of the meeting.
(iv) Tenure of office of the first auditor.—The first auditor(s) shall hold office until the conclusion of the first annual general meeting of the company and then be eligible for re-appointment.
12 June 2013
Uploading of form-23B is not compulsory for first auditor. However if you still want to file the same to update ROC, there is no issue at all. You may go ahead.
12 June 2013
Sir, the problem is that someone has raised a confusion that in form 23ac, the SRN has to be compulsorily filled and now the SRN Z99999999 would result in the form being rejected.
I am hesitating in filing the form since the company was formed in October and now the additional fees would be 9 times.
12 June 2013
Your first FY would be from 18.10.12 to 31.03.13. It is a fact that Z99999999 is not working now. But legally form 23B is applicable on regular auditor appointed in AGM and not applicable on first auditor. But I think you wont get any relief from MCA E-form system. I think you should simply visit ROC office to figure out something. Remember you always have the option to file form 23B with late fee. But there is no harm in trying your luck.
12 June 2013
Sir, can u please tell me that if the auditor is not appointed within the first month of incorporation, then if there is any penalty or default on part of the directors?
CAclubindia
