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Clause 41 listing agreement

CA Suraj Prasad Shaw (Chartered Accountant) (504 Points)

01 June 2011

Whether Audited financial statements for the last quarter is required to be certified by the auditor of the company(listed) for the purpose of submission to stock exchange?

Whether limited review report is required?

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7 Replies

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 01 June 2011

In respect of the last quarter, the company has an option either to submit unaudited financial results for the quarter within forty-five days of end of the financial year

to submit audited financial results for the entire financial year within sixty days of end of the financial year, subject to the following:

In case the company opts to submit audited financial results, they shall be accompanied with the audit report.

In case the company opts to submit un-audited financial results for the last quarter, it shall also submit audited financial results for the entire financial year, as soon as they are approved by the Board. Such un-audited financial results for the last quarter shall also be subjected to limited review by the statutory auditors of the company (or in case of public sector undertakings, by any practicing Chartered Accountant) and a copy of the limited review report shall be furnished to the stock exchange within forty five days from end of the quarter.

The quarterly financial results shall be approved by the Board of Directors of the company or by a committee thereof, other than the audit committee. Provided that when the quarterly financial results are approved by the Committee they shall be placed before the Board at its next meeting:

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ars (CS) (445 Points)
Replied 01 June 2011

Limited review report is limited to unaudited accounts only. i.e. to say instead of the audit report the auditors are expected present the limited r.r. after reviewing the unaudited accounts prepared and approved by the board.

The procedure would be like while considering the audited accounts the board after considering and approving them forward to the stat. auditor for their comments / observation and only after that the auditors present their report. Likewise for the unaudited accounts it is limited review report.

hence, in your query there can not be a limited r.r. for the audited quarter.

u may submit audited Q and Annual accounts together under clause 41 to the S.E.

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CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 01 June 2011

All the results to be submitted to the Stock Exchage are requried to be signed by the Chairman or MD or WTD or any director authorised by the Board in this regard.

In case of Unaudited results: Limited Reviw Report is also to be separately submit.

In case of Audited Results: Audit Report is required to be accompanied with the results submitted to the Stock Exchange.

However, in any of the above cases Auditor is not requried to Certify the results to be submitted to the Stock Exchange.

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Rajeev kumar Nayak (ACS) (283 Points)
Replied 01 June 2011

Dear Suraj,

In case of Audited results for the last quarter, it shall be accompanied by the Auditors' Report on such results. The format of the Audited Results and Auditors Report on such results is given in the Listing Agreement. Therefore the Audited results is not required to be signed by Auditors. It is signed as per requirement of Listing Ageement i.e by Chairman or MD or WTD or in the absence of all any other Director authorized by the Board. However while submitting the results to the STXs, it should be accompanied by the Auditors Report on the Results.

One thing must be noted that, financial results under Clause 41 of LA should not be confused with Annual Accounts ( i.e Balance Sheet and Profit & Loss account etc.) of the Company. Both are different. The financial results is submitted with the STXs along with LRR or Auditors Report on the results as the case may be. Here Auditors Reprt should not be confused with Auditors Report on Annual Accounts of the Company.

Any doubt, please feet free to say..

Any contrary view is welcomed.

Thanks & Regards

Rajeev Nayak

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CA Suraj Prasad Shaw (Chartered Accountant) (504 Points)
Replied 01 June 2011

Dear Rajeev,

Please clarify,

...Here Auditors Reprt should not be confused with Auditors Report on Annual Accounts of the Company

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CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 01 June 2011

Auditors Report to be submitted to the Stock Exchange is specifically prescribed under Clause 41 of the Listing Agreement which is to be send along with Audited Results and not the Auditors' Report as the Auditors have given on the Annual Accoutns of the Company.

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