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RETIERING AUDITOR REAPPOINTED

CA SHAFI SIDDIQUI (Ca in Practice) (228 Points)

22 March 2010

A retiring auditor of a company has given the company notice in writing of his unwillingness to be reappointed in accordance with Section 224(2)(b) of the Companies Act, 1956.

According to Section 225(1), a special notice (As per Sec 190) is required for a resolution at an AGM appointing as auditor a person other than a retiring auditor.

Whether a Special Notice is required to be received from a member for the purpose of appointing a statutory auditor other than the retiring auditor at the AGM of the company even though the retiring auditor has (in the first place) expressly asked the company not to reappoint him at the AGM?

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4 Replies

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 22 March 2010

Find below desired documentation:

SPECIMEN OF SPECIAL NOTICE FOR APPOINTMENT OF AUDITORS OTHER THAN THE RETIRING AUDITORS

From …………. (Member) Dated 17th May, 2008

The Board of directors

Cipla Ltd.

Kanpur (UP)

Sub: Notice under section 225(1) of the Companies Act, 1956 for appointment of auditors M/s Subash & Co., Chartered Accountants, in place of M/s Agarwal & Co. Chartered Accountants.

Dear Sir/s

This has in reference to your notice, dated 12^th May, 2008 for the 17th Annual General Meeting of the Company to be held on 9th June, 2008.

I, would like to inform that I have …….. Equity Shares of the company constituting …… % of the

total paid up capital of the company and in reference to the provisions of section 225(1) read with the provisions of section 190 of the Companies Act, 1956, I hereby give a notice that M/s Subash & Co., Chartered Accountants of Kanpur be appointed in place of M/s Agarwal & Co. Chartered Accountants, the retiring auditors of the company.

I hereby submit a draft of the resolution for approval at the annual general meeting to be held on 9th June, 2008.

You are requested to please do the needful as per provisions of the Companies Act, 1956.

Thanking you

Yours faithfully

(……………..)

Member, Folio No……..

Encl.: 1. Draft of the resolution

2. Eligibility letter given by M/s Subash & Co., Chartered Accountants.

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Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 22 March 2010

SPECIMEN OF THE RESOLUTION TO BE SUBMITTED BY MEMBER'S ALONGWITH THE NOTICE

“RESOLVED THAT M/s Subash & Co., Chartered Accountants of Kanpur be and is hereby appointed as the auditors of the company in place of the retiring auditors M/s Agarwal & Co., Chartered Accountants to hold the office of the auditors till the conclusion of the next annual general meeting on such remuneration as may be determined by the Board of directors of the company.”

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 22 March 2010

SPECIMEN OF LETTER FOR NOTICE TO THE RETIRING AUDITOR BY THE COMPANY

20th May, 2008

To,

M/s Agarwal & Co.,

Chartered Accountants

Kanpur (UP)

Sub: Notice under section 225(1) of the Companies Act, 1956 received from a member for appointment of auditors M/s Subash & Co., Chartered Accountants, Kanpur in place of retiring auditors.

Dear Sir/s

Kindly find enclosed a copy of the notice received from ………. a member of the company under

section 225(1) read with the provisions of section 190 of the Companies Act, 1956 regarding notice for appointment of M/s Subash & Co., Chartered Accountants of Kanpur in place of retiring auditors.

In terms of the provisions of section 225(2) of the Companies Act, 1956, we hereby submit a copy of the notice for your kind information.

Kindly acknowledge the receipt of letter for our reference and record.

Thanking you,

Yours faithfully

For, Cipla Ltd.

DIRECTOR

Encl.: a/a