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Appointment of auditors at agm, ca 2013

monas (cs) (44 Points)

22 July 2014

Dear friends,

A private Company holding its AGM in July 2014 and wish to reappoint the Statutory auditors. What would be procedure as per the New CA,2013.

Is the appointment as stated in Notice and Dir. report will be for 5 years or till conclusion of next AGM as the B/S is for the year ended 31.03.2014. Notice & D/R will be prepared as per the old CA,1956.

Do we need to file the copy of Board resolution for approval of Draft accounts to the MCA.which form is to be filed and what is the limit for filing the same.

Regards

Mona

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4 Replies

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 22 July 2014

You are right as Notice & Dir. report will be prepared as per the old CA, 1956. Refer MCA Circular No. 08/2014.

Board resolution passed for adoption of annual accounts is to be filed with ROC through filing of form MGT.14 within 30 days of passing resolution.

Keeping in view 3 years transitional period, this year you may appoint auditor until the conclusion of next AGM. Reliance Industries did the same thing. You may download their annual report for reference.

Thanks

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P C Agrawal (Registered independent director Past Chairman of Aurangabad Chapter of ICSI Practicing Company Secretary at Aurangabad) (8229 Points)
Replied 22 July 2014

Ankurji, small correction please. MCA circular talks about Board's report to be as per old Act, It does not talk about AGM notice. Hence AGM notice has to be as per new Act only since relevant sections have been notified. Some of the points to be noted in AGM notice are:

- CIN, e-mail ID, website etc. to be included in notice.

- Now even private companies have to call their AGM at registered office only

- Appointment of auditors as per new provisions

- Appointment of independent directors (wherever applicable)

- Approval of remuneration of cost auditors (wherever applicable)

- Deposit of Rs.1 lac as deposit u/s 160 for directorship

- DIN to be mentioned after names of directors to be appointed

- Explanatory statement as per Sec.102 of new Act

- New form of proxy

- Restrictions on proxy - cannot represent more than 50 members etc. etc.

monas (cs) (44 Points)
Replied 22 July 2014

Thanks Sir. As per auditors appt. Rules 5, appt. for 5 yrs applicable to pvt. Co having PUC 20 crores or more. In our case,PUC is less than 20 cr. In my opinion, 5 yrs restriction not applicable in this case. Please clarify. Regards

monas (cs) (44 Points)
Replied 22 July 2014

I understand the non-applicability of Rotation of auditors in our case(PUC<20 crores).But reappointment of auditors is applicable.

The existing auditors has been appointed in the company since 2012-13. Shall we reappoint them for another 3 years (2014-15 to 2016-17) as 2 years has already elapsed or 5 years.(wef 2014-15 to 2018-19)

Ankur Sir, please explain that whether this 3 years transitional period is for appointment of auditors or rotation of auditors