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appointment of auditors

CA Himanshu Khurana (Chartered Accountant) (813 Points)

06 September 2010

hello pls solve the query

30% of subscribed capital of M/s A Ltd. Was Held by financial & Govt. Institution. on the date of they held only 20% of subscribed capital. Director has passed ordinary resouition on the ground that they held only 20% of subscribed capital.

is director Suggestion is Right or Wrong?

And Give Reason

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3 Replies

GURVINDER SINGH (ACCOUNTS MANAGER) (231 Points)
Replied 07 September 2010

The department of company affairs opined that the material date is the date of AGM on which the subscribed capital pecentage is considered. If on the date of AGm the subscribed capital by financial & govt inst is 25%,the appointment of auditors will be only by passing a special resolution.

I think this might solve ur quiry

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GURVINDER SINGH (ACCOUNTS MANAGER) (231 Points)
Replied 08 September 2010

if the subscribed capital as on AGM date is less than 25% than aapointment of auditor can be made by ordinary resolution.

Parshu (CA Final) (84 Points)
Replied 09 September 2010

As per sec 224A,a Special Resolution is required to appoint an auditor,if 25% of subscribed capital is held by:a)public financial institutuion,or a govt co or CG or SG:b)financial or other institution established by Provincial or State Act,in which not less than 51% is held by state Govt:c)a nationalised bank or insurance co carrying on General ins busi:d)or any combination of above.

Further if subscribed capital is held singly or jointly,the proportion of 25% of subscribed capital will be determined as on the date of closure of Register of Members before AGM.

In case of A Ltd,if the Subscribed Cap held by finan inst and Govt is less than 20% as on the date of closure of Register of Members,the company in AnnualGeneral meeting can pass Ordinary Resolution