The document provides details about the key provisions related to books of accounts and financial statements as per the Companies Act, 2013. It summarizes the timeline of implementation of the Act, sections and chapters covered, requirements for preparation of financial statements, books to be maintained, appointment of auditors, their eligibility, disqualifications and rotation of auditors. It also discusses the provisions related to corporate social responsibility, internal audit and the role of the National Financial Reporting Authority.
The document summarizes key changes to various sections of the Companies Act 2013 based on notifications issued. Some of the major changes include expanding the definition of related parties, increasing the limit of members for a private company to 200, allowing entrenchment provisions in articles of association, additional details to be provided in annual returns and directors' reports, restrictions on auditor services, increasing directorship limits and additional grounds for disqualification as director.
This document discusses key changes to the Companies Act introduced in 2013 relating to auditors, directors, and financial reporting. Some key points include:
- Auditor tenure is increased to 6 years from 5 years and mandatory rotation of auditors is introduced for listed companies every 10 years.
- Restrictions are placed on non-audit services provided by auditors to clients.
- A minimum of one woman director is required for certain prescribed classes of companies.
- The maximum number of directorships an individual can hold is increased to 20 companies from 15.
- Consolidated financial statements are now mandatory for companies with subsidiaries/associates. Significant influence is redefined.
- Restate
The document summarizes several new concepts introduced in the Companies Act 2013, including associate companies, one person companies, independent directors, women directors, class action suits, corporate social responsibility, secretarial audits, registered valuers, and private placements. Key points include: associate companies will be considered related parties and details must be provided in annual returns; one person companies allow sole proprietorships to be formed as private companies; requirements for independent directors include a minimum number for listed companies and declarations of independence; women directors are required for certain large companies; and private placements can now be conducted by public companies through offer letters to select investors.
The document summarizes key provisions around management and administration under Chapter VII of the Companies Act, 2013. It outlines disclosure requirements in the annual return such as details of subsidiaries, remuneration to directors, and changes in promoter stake. It discusses the timeline for holding annual general meetings, requirements around notice and quorum for meetings, voting processes including electronic voting, and demand for polls. The document also covers maintenance of registers of members and inspection and filing of annual returns and other documents.
Companies Act, 2013-Presentation on Accounts & AuditSASPARTNERS
A detailed presentation prepared by SAS Partners Team, Chennai which gives an insight to the important provisions on Chapter IX - Accounts & Audit under Companies Act, 2013. This can be used by the Corporates, Professionals and Students as a ready reckoner for better understanding of the provisions and easy reference.
The document discusses corporate social responsibility (CSR) requirements for companies in India according to the Companies Act of 2013. It provides definitions of CSR and outlines rules for establishing a CSR committee and developing a CSR policy. It requires companies meeting certain criteria to spend 2% of their net profits on CSR activities listed in Schedule VII, such as poverty alleviation, education, healthcare, and environmental sustainability. The board is responsible for approving the CSR policy, ensuring CSR activities are undertaken, and reporting reasons for any shortfalls in spending.
An easy way to find the new Companies Act, 2013 with its new and important changes..
Tried to made it maximum simple to understand..
The new legislation will create new avenues for Business and Professionals relating to this field..especially corporate law experts..
The document summarizes key changes to various sections of the Companies Act 2013 based on notifications issued. Some of the major changes include expanding the definition of related parties, increasing the limit of members for a private company to 200, allowing entrenchment provisions in articles of association, additional details to be provided in annual returns and directors' reports, restrictions on auditor services, increasing directorship limits and additional grounds for disqualification as director.
This document discusses key changes to the Companies Act introduced in 2013 relating to auditors, directors, and financial reporting. Some key points include:
- Auditor tenure is increased to 6 years from 5 years and mandatory rotation of auditors is introduced for listed companies every 10 years.
- Restrictions are placed on non-audit services provided by auditors to clients.
- A minimum of one woman director is required for certain prescribed classes of companies.
- The maximum number of directorships an individual can hold is increased to 20 companies from 15.
- Consolidated financial statements are now mandatory for companies with subsidiaries/associates. Significant influence is redefined.
- Restate
The document summarizes several new concepts introduced in the Companies Act 2013, including associate companies, one person companies, independent directors, women directors, class action suits, corporate social responsibility, secretarial audits, registered valuers, and private placements. Key points include: associate companies will be considered related parties and details must be provided in annual returns; one person companies allow sole proprietorships to be formed as private companies; requirements for independent directors include a minimum number for listed companies and declarations of independence; women directors are required for certain large companies; and private placements can now be conducted by public companies through offer letters to select investors.
The document summarizes key provisions around management and administration under Chapter VII of the Companies Act, 2013. It outlines disclosure requirements in the annual return such as details of subsidiaries, remuneration to directors, and changes in promoter stake. It discusses the timeline for holding annual general meetings, requirements around notice and quorum for meetings, voting processes including electronic voting, and demand for polls. The document also covers maintenance of registers of members and inspection and filing of annual returns and other documents.
Companies Act, 2013-Presentation on Accounts & AuditSASPARTNERS
A detailed presentation prepared by SAS Partners Team, Chennai which gives an insight to the important provisions on Chapter IX - Accounts & Audit under Companies Act, 2013. This can be used by the Corporates, Professionals and Students as a ready reckoner for better understanding of the provisions and easy reference.
The document discusses corporate social responsibility (CSR) requirements for companies in India according to the Companies Act of 2013. It provides definitions of CSR and outlines rules for establishing a CSR committee and developing a CSR policy. It requires companies meeting certain criteria to spend 2% of their net profits on CSR activities listed in Schedule VII, such as poverty alleviation, education, healthcare, and environmental sustainability. The board is responsible for approving the CSR policy, ensuring CSR activities are undertaken, and reporting reasons for any shortfalls in spending.
An easy way to find the new Companies Act, 2013 with its new and important changes..
Tried to made it maximum simple to understand..
The new legislation will create new avenues for Business and Professionals relating to this field..especially corporate law experts..
Appointment and Remuneration of Managerial Personnel COMPANIES ACT, 2013Proglobalcorp India
The document discusses the appointment and remuneration of managerial personnel in companies according to the Companies Act 2013. It states that every listed company and other public company with a paid up capital of over 10 crore rupees must have whole-time key managerial personnel. It also outlines the process for filing returns of appointment of managerial roles like MD, WTD, CEO, CS, and CFO. The document then describes the roles and responsibilities of KMPs and the process for paying sitting fees to directors. It concludes by discussing remuneration of managerial personnel in listed vs non-listed companies and the conditions for paying remuneration beyond specified ceilings.
The document provides an overview of the significant provisions of the Companies Act 2013, including the need and process for enacting the new law, key changes and concepts introduced, varieties of companies, roles of directors and KMPs, financial reporting requirements, meetings, auditors, and corporate social responsibility. Some of the major changes include more stringent definitions of related parties and promoters, the introduction of small companies, one person companies, dormant companies, and classes of companies such as government, foreign, and not-for-profit companies.
Comparitive analysis Companies Act and Companies Bill '10Kirthi G
This document provides an overview comparison of key provisions of the Companies Act of 1956 and the Companies Bill of 2009 in India. It summarizes major changes proposed in areas like types of companies, share capital, dividend, management and administration, accounts, audit and auditors, and directors. Some notable changes proposed include removing minimum capital requirements; restricting related party transactions only for public companies; empowering shareholders in approval of key appointments; and increasing board independence through mandatory independent directors. The bill aims to harmonize company law with governance norms while retaining useful existing provisions and allowing procedural rules to be prescribed separately.
Guidance notes on audit and auditor under companies act, 2013Amit Kumar
1. The document outlines the provisions related to appointment, eligibility, qualifications, duties and liabilities of auditors under the Companies Act 2013. It discusses the process for appointment and removal of auditors for both government and non-government companies.
2. The duties and powers of auditors are specified which include examining books of account, requiring information from company officers, and reporting on financial statements. Services which auditors cannot provide to their client companies are also listed.
3. The eligibility criteria and disqualifications for auditors are defined. Penalties for companies, officers and auditors for non-compliance with auditor-related provisions are also mentioned.
This document outlines penalties under the Indian Companies Act for various offenses. It provides a table with 34 sections listing the nature of the offense, applicable penalty, and persons held responsible. Penalties include fines from Rs. 500 to Rs. 50,000 per day and imprisonment up to 5 years for offenses such as failing to hold annual general meetings, not filing annual accounts, improper financial reporting, accepting deposits over limits, and prospectus violations. The document emphasizes that knowledge of company law and potential penalties is essential for company directors and officers to avoid legal issues arising from non-compliance.
Compromises, Arrangements & Amalgamations with special reference to Protectio...Corporate Professionals
A presentation ‘Compromises, Arrangements & Amalgamations with Special reference to Protection of Minority & Dissenting Shareholders under Companies Act, 2013 ‘ given by Mr. Chander Sawhney at IICA
The document discusses tax aspects and incentives related to mergers, acquisitions, amalgamations, and demergers in India.
[1] It defines amalgamation under Indian tax law as the merger of one or more companies with another company, or the merger of two or more companies to form one company, where at least 90% of shareholders of the amalgamating companies become shareholders of the amalgamated company.
[2] It outlines various tax concessions for amalgamating companies, shareholders of amalgamating companies, and amalgamated companies. This includes exempting asset transfers, share transfers, and carrying forward losses.
[3] It similarly defines and discusses tax treatment for demergers, including exempting asset
This document provides an overview of the Companies (Auditor's Report) Order, 2016 (CARO 2016) and its reporting requirements for auditors. Some key points summarized:
1. CARO 2016 applies to audits of financial statements for periods beginning on or after April 1, 2015 and supersedes the earlier CARO 2015. It is applicable to foreign companies with a place of business in India.
2. The Order specifies 16 clauses covering matters like fixed assets, inventory, loans, compliance with sections 185 and 186, default in repayment of loans, end-use of funds raised, fraud, managerial remuneration, related party transactions, that must be reported on.
3. Certain companies like
The document discusses the key requirements related to the Board's report, annual return, and notice of AGM under the Companies Act, 2013. It provides details on the various items that must be included in the Board's report as per the Act such as the Directors' Responsibility Statement, details of loans and investments, related party transactions, and CSR activities. It also outlines the contents of the annual return like shareholding details, changes in directors/KMP, and meetings held. The document highlights the signatories and certifications required for the annual return based on the type of company.
List of Statutory Registers under Companies Act 2013Megha Aggarwal
The document outlines 12 statutory registers that companies are required to maintain under the Companies Act, 2013 and related rules. For each register, it provides the name, applicable section/rule, companies required to maintain, timeline for entries/preservation, and authentication requirements. The registers include the register of charges, loans/guarantees provided by the company, investments not held in company's name, contracts with related parties, members, debenture/security holders, renewed/duplicate share certificates, sweat equity shares, employee stock options, shares bought back, deposits accepted, and directors/KMP and their shareholdings. Most registers must be authenticated by a director/company secretary and preserved permanently at the registered office.
Section 230 to 233 of Companies Act, 2013
Procedure for Scheme of Compromise, Amalgamation and Arrangement.
Also it covers the newly introduced Sec. 233 of Companies Act, 2013 for FAST TRACK MERGER
Objective and Agenda:
In order to bring flexibility and to monitor the activities of the charitable organisations in India, non-governmental organisations are given the corporate status by forming companies under Section 8 of the Companies Act, 2013. The scope of the webinar is to cover the objects of forming a Section 8 Company, procedure to obtain license, benefits of forming a Section 8 Company, conversion of Section 8 Company into any other company, effects of non-compliance of objects and the tax benefits available to such companies.
Company management and administration- provision for directorsRoshan Dhungel
The document discusses the legal position and qualifications of company directors under Indian law. It notes that companies must have at least 2 directors for private companies and 3 for public companies. For public companies, small shareholders can elect a director if the company has over Rs. 5 crore in paid-up capital and over 1,000 small shareholders. The tenure of such a small shareholder director is a maximum of 3 years. The document also outlines disqualifications for being a director, such as being of unsound mind or having been convicted of an offense involving moral turpitude. It introduces the concept of a Director Identification Number to make legal action against directors easier in cases of fraud.
The document summarizes the key information that must be included in the Board's report according to the Companies Act 2013 and related rules. It lists items that must be mentioned under section 134, other sections of the Act, and various rules. These include details of meetings, directors, auditors' qualifications, related party transactions, CSR activities, and more. The document provides guidance on the format and content required for the Board's report to comply with statutory requirements.
This document discusses various annual and ongoing compliance requirements for companies under Indian company law. It outlines requirements such as appointing a whole-time company secretary for companies with a paid-up capital of Rs. 2 crore or more, filing annual financial statements and returns with the Registrar of Companies within 30 days of the annual general meeting, carrying out event-based compliances for events like changes in board composition or share capital, and maintaining statutory books and registers. It emphasizes the importance of compliance and having a systematic approach to ensure all legal obligations are met. Non-compliance can result in penalties like fines or the company being struck off the register.
The document discusses procedures related to changing a company's name, objects, and registered office. It provides details on the regulatory provisions, key points to consider, and steps involved in the procedures. Some of the main points covered include obtaining shareholder and government approvals for a name change, ensuring the new name is available and fits the company's activities, and filing the required forms with the Registrar of Companies.
This document provides a summary of key proposed changes to the Companies Act based on the Companies Bill passed by the Lok Sabha and Rajya Sabha in 2012-2013. Some of the major changes summarized include introducing the concepts of One Person Company and small companies, increasing the limit on maximum number of members in a private company, mandating at least one woman director, ratification of auditor appointments every year, and defining the term "financial statement" for the first time. The document was prepared by the Institute of Company Secretaries of India based on the passed bill but they do not own responsibility for any errors or omissions.
The document provides information on various types of companies under the Companies Act 2013 such as one person company, small company, dormant company, and their key characteristics. It also summarizes the roles of an associate, registered valuer, financial year, corporate social responsibility, secretarial audit, and the National Financial Reporting Authority. Some of the key points covered include that a one person company can be owned by one individual, small companies have certain relaxations, dormant companies are inactive companies registered for future projects, associates have significant influence through shareholding or agreements, and registered valuers are required for certain valuation work.
To understand various issues and concerns faced by the entrepreneurs/top management on the key aspects of Related party transactions and to support them in implementing better governance in organizations.
Appointment and Remuneration of Managerial Personnel COMPANIES ACT, 2013Proglobalcorp India
The document discusses the appointment and remuneration of managerial personnel in companies according to the Companies Act 2013. It states that every listed company and other public company with a paid up capital of over 10 crore rupees must have whole-time key managerial personnel. It also outlines the process for filing returns of appointment of managerial roles like MD, WTD, CEO, CS, and CFO. The document then describes the roles and responsibilities of KMPs and the process for paying sitting fees to directors. It concludes by discussing remuneration of managerial personnel in listed vs non-listed companies and the conditions for paying remuneration beyond specified ceilings.
The document provides an overview of the significant provisions of the Companies Act 2013, including the need and process for enacting the new law, key changes and concepts introduced, varieties of companies, roles of directors and KMPs, financial reporting requirements, meetings, auditors, and corporate social responsibility. Some of the major changes include more stringent definitions of related parties and promoters, the introduction of small companies, one person companies, dormant companies, and classes of companies such as government, foreign, and not-for-profit companies.
Comparitive analysis Companies Act and Companies Bill '10Kirthi G
This document provides an overview comparison of key provisions of the Companies Act of 1956 and the Companies Bill of 2009 in India. It summarizes major changes proposed in areas like types of companies, share capital, dividend, management and administration, accounts, audit and auditors, and directors. Some notable changes proposed include removing minimum capital requirements; restricting related party transactions only for public companies; empowering shareholders in approval of key appointments; and increasing board independence through mandatory independent directors. The bill aims to harmonize company law with governance norms while retaining useful existing provisions and allowing procedural rules to be prescribed separately.
Guidance notes on audit and auditor under companies act, 2013Amit Kumar
1. The document outlines the provisions related to appointment, eligibility, qualifications, duties and liabilities of auditors under the Companies Act 2013. It discusses the process for appointment and removal of auditors for both government and non-government companies.
2. The duties and powers of auditors are specified which include examining books of account, requiring information from company officers, and reporting on financial statements. Services which auditors cannot provide to their client companies are also listed.
3. The eligibility criteria and disqualifications for auditors are defined. Penalties for companies, officers and auditors for non-compliance with auditor-related provisions are also mentioned.
This document outlines penalties under the Indian Companies Act for various offenses. It provides a table with 34 sections listing the nature of the offense, applicable penalty, and persons held responsible. Penalties include fines from Rs. 500 to Rs. 50,000 per day and imprisonment up to 5 years for offenses such as failing to hold annual general meetings, not filing annual accounts, improper financial reporting, accepting deposits over limits, and prospectus violations. The document emphasizes that knowledge of company law and potential penalties is essential for company directors and officers to avoid legal issues arising from non-compliance.
Compromises, Arrangements & Amalgamations with special reference to Protectio...Corporate Professionals
A presentation ‘Compromises, Arrangements & Amalgamations with Special reference to Protection of Minority & Dissenting Shareholders under Companies Act, 2013 ‘ given by Mr. Chander Sawhney at IICA
The document discusses tax aspects and incentives related to mergers, acquisitions, amalgamations, and demergers in India.
[1] It defines amalgamation under Indian tax law as the merger of one or more companies with another company, or the merger of two or more companies to form one company, where at least 90% of shareholders of the amalgamating companies become shareholders of the amalgamated company.
[2] It outlines various tax concessions for amalgamating companies, shareholders of amalgamating companies, and amalgamated companies. This includes exempting asset transfers, share transfers, and carrying forward losses.
[3] It similarly defines and discusses tax treatment for demergers, including exempting asset
This document provides an overview of the Companies (Auditor's Report) Order, 2016 (CARO 2016) and its reporting requirements for auditors. Some key points summarized:
1. CARO 2016 applies to audits of financial statements for periods beginning on or after April 1, 2015 and supersedes the earlier CARO 2015. It is applicable to foreign companies with a place of business in India.
2. The Order specifies 16 clauses covering matters like fixed assets, inventory, loans, compliance with sections 185 and 186, default in repayment of loans, end-use of funds raised, fraud, managerial remuneration, related party transactions, that must be reported on.
3. Certain companies like
The document discusses the key requirements related to the Board's report, annual return, and notice of AGM under the Companies Act, 2013. It provides details on the various items that must be included in the Board's report as per the Act such as the Directors' Responsibility Statement, details of loans and investments, related party transactions, and CSR activities. It also outlines the contents of the annual return like shareholding details, changes in directors/KMP, and meetings held. The document highlights the signatories and certifications required for the annual return based on the type of company.
List of Statutory Registers under Companies Act 2013Megha Aggarwal
The document outlines 12 statutory registers that companies are required to maintain under the Companies Act, 2013 and related rules. For each register, it provides the name, applicable section/rule, companies required to maintain, timeline for entries/preservation, and authentication requirements. The registers include the register of charges, loans/guarantees provided by the company, investments not held in company's name, contracts with related parties, members, debenture/security holders, renewed/duplicate share certificates, sweat equity shares, employee stock options, shares bought back, deposits accepted, and directors/KMP and their shareholdings. Most registers must be authenticated by a director/company secretary and preserved permanently at the registered office.
Section 230 to 233 of Companies Act, 2013
Procedure for Scheme of Compromise, Amalgamation and Arrangement.
Also it covers the newly introduced Sec. 233 of Companies Act, 2013 for FAST TRACK MERGER
Objective and Agenda:
In order to bring flexibility and to monitor the activities of the charitable organisations in India, non-governmental organisations are given the corporate status by forming companies under Section 8 of the Companies Act, 2013. The scope of the webinar is to cover the objects of forming a Section 8 Company, procedure to obtain license, benefits of forming a Section 8 Company, conversion of Section 8 Company into any other company, effects of non-compliance of objects and the tax benefits available to such companies.
Company management and administration- provision for directorsRoshan Dhungel
The document discusses the legal position and qualifications of company directors under Indian law. It notes that companies must have at least 2 directors for private companies and 3 for public companies. For public companies, small shareholders can elect a director if the company has over Rs. 5 crore in paid-up capital and over 1,000 small shareholders. The tenure of such a small shareholder director is a maximum of 3 years. The document also outlines disqualifications for being a director, such as being of unsound mind or having been convicted of an offense involving moral turpitude. It introduces the concept of a Director Identification Number to make legal action against directors easier in cases of fraud.
The document summarizes the key information that must be included in the Board's report according to the Companies Act 2013 and related rules. It lists items that must be mentioned under section 134, other sections of the Act, and various rules. These include details of meetings, directors, auditors' qualifications, related party transactions, CSR activities, and more. The document provides guidance on the format and content required for the Board's report to comply with statutory requirements.
This document discusses various annual and ongoing compliance requirements for companies under Indian company law. It outlines requirements such as appointing a whole-time company secretary for companies with a paid-up capital of Rs. 2 crore or more, filing annual financial statements and returns with the Registrar of Companies within 30 days of the annual general meeting, carrying out event-based compliances for events like changes in board composition or share capital, and maintaining statutory books and registers. It emphasizes the importance of compliance and having a systematic approach to ensure all legal obligations are met. Non-compliance can result in penalties like fines or the company being struck off the register.
The document discusses procedures related to changing a company's name, objects, and registered office. It provides details on the regulatory provisions, key points to consider, and steps involved in the procedures. Some of the main points covered include obtaining shareholder and government approvals for a name change, ensuring the new name is available and fits the company's activities, and filing the required forms with the Registrar of Companies.
This document provides a summary of key proposed changes to the Companies Act based on the Companies Bill passed by the Lok Sabha and Rajya Sabha in 2012-2013. Some of the major changes summarized include introducing the concepts of One Person Company and small companies, increasing the limit on maximum number of members in a private company, mandating at least one woman director, ratification of auditor appointments every year, and defining the term "financial statement" for the first time. The document was prepared by the Institute of Company Secretaries of India based on the passed bill but they do not own responsibility for any errors or omissions.
The document provides information on various types of companies under the Companies Act 2013 such as one person company, small company, dormant company, and their key characteristics. It also summarizes the roles of an associate, registered valuer, financial year, corporate social responsibility, secretarial audit, and the National Financial Reporting Authority. Some of the key points covered include that a one person company can be owned by one individual, small companies have certain relaxations, dormant companies are inactive companies registered for future projects, associates have significant influence through shareholding or agreements, and registered valuers are required for certain valuation work.
To understand various issues and concerns faced by the entrepreneurs/top management on the key aspects of Related party transactions and to support them in implementing better governance in organizations.
Mandatory Compliances for a Private Limited Company in Indiajayjani123
Although Private Limited Company is the most popular form of starting a business, there are various compliances which are required to be followed once your business is incorporated.
This document discusses various annual and ongoing compliance requirements for companies under Indian company law. It outlines requirements such as appointing a whole-time company secretary for companies with a paid-up capital of Rs. 2 crore or more, filing annual financial statements and returns within 30 days of the annual general meeting, maintaining various statutory registers, and event-based compliances for activities like changes to the board of directors or share capital. It emphasizes the importance of compliance and having a systematic approach to ensure all legal obligations are met, noting that failure to comply can result in penalties like companies being struck off the register for not filing returns or accounts for 5 consecutive years.
Copy of financial staements duly authenticated as per section 134 (including ...rahulkadam274458
- The company reported total turnover of Rs. 3410.15 Lakhs for the financial year 2019-20, resulting in a net profit of Rs. 870.23 Lakhs after tax expenses of Rs. 231.66 Lakhs. The profit for the year was Rs. 638.57 Lakhs.
- During the year, the company added many new products and machinery to increase production efficiency. It plans to manufacture and import new lighting fixtures and accessories to expand its product offerings.
- The impact of COVID-19 has disrupted the company's operations and supply chains, resulting in temporary pressure on cash flows, liquidity, profitability and margins due to lower collections and operating expenses. However, management
The document provides an overview of key changes introduced in the Companies Act 2013 as compared to the previous Companies Act 1956. Some of the major changes highlighted include:
1. The Act has been reorganized into 29 chapters compared to 13 parts under the previous act. The number of sections has been reduced from 658 to 470.
2. New concepts such as one person companies, registered valuers, and national company law tribunal have been introduced.
3. Requirements around incorporation such as minimum and maximum number of members for private companies, and commencement of business have been modified.
4. Key managerial personnel has been defined to include whole-time director, CEO, company secretary and C
Annual Return - A presentation done to ICSI Hyderabad Chapter By SAS PartnersSAS Partners
KEY AREAS
Applicable Sections & Rules
Comparison between CA 1956 & 2013
Contents of Annual Return
Signing of Annual Return
Certification
Due date for filing with Roc
Non Compliance
Liability on Company Secretaries
MGT – 9 Extract to Board’s Report
Key Definitions
The document provides an overview of key changes introduced in the Companies Act 2013 compared to the Companies Act 1956. Some of the major changes include the introduction of one person companies, increased limit of members in a private company, mandatory rotation of auditors, constitution of audit committee for listed companies, increased role and responsibilities of independent directors, requirements around corporate social responsibility for large companies, and establishment of the National Company Law Tribunal to replace High Courts for certain functions.
The document discusses the key challenges around recent amendments to Schedule III and CARO 2020 under the Companies Act, 2013. It provides an overview of the major additional disclosure requirements introduced for financial statements as well as the auditor's reporting order (CARO). The amendments are aimed at increasing transparency and improving corporate governance and compliance. However, they also place greater responsibilities on company management for financial reporting and on auditors for their reporting. Auditors now need to take additional precautions to properly comply with the stringent requirements of CARO 2020.
Recent development in the companies act 2013KhushiVijay5
The document discusses several key amendments made to the Companies Act through recent ordinances. Some key changes include allowing companies more flexibility in holding annual general meetings, increasing the timeframe to update a registered office, removing imprisonment as punishment for certain offenses and instead imposing financial penalties, relaxing rules around director loans and remuneration, and delegating more powers from the NCLT to regional authorities to help de-clog the system. The changes aim to make compliance easier for companies while still promoting transparency and investor protection.
This document discusses mergers and acquisitions (M&A) under the new Companies Act 2013 in India. It provides an overview of key M&A concepts and processes introduced by the Act, including the establishment of the National Company Law Tribunal (NCLT) as a single forum for corporate matters. It also describes transitional provisions, fast-track mergers for small companies, cross-border mergers, and the roles of regulatory authorities like SEBI in the new M&A regime. Overall, the document outlines the major changes and reforms to M&A provisions in India implemented through the Companies Act 2013.
This slideshare contains all the provision of CARO 2015 which is applicable from 10th of April 2015.
Further relevant extract from Companies Act 2013 has been made.
Disclosures in Board Report by Trupti Ranjan Mohanty.pptxssuser1b54031
Insights into Disclosures in Board Report: This includes all the broad disclosures required to be given in the Board Report of a Company under Companies Act, 2013 and SEBI Listing Regulations. Various cases/litigations have been referred to indicate the significance of each disclosure.
Copy of financial staements duly authenticated as per section 134 (including ...rahulkadam274458
The Directors' Report summarizes the financial performance and operations of Abby Lighting & Switchgear Ltd. for the financial year 2018-19. It states that the company achieved a turnover of Rs. 3,405.10 lakhs and a net profit of Rs. 775.82 lakhs. The company added new products and machinery to increase efficiency and production. However, no dividend is recommended for the financial year. The report provides details on material changes, orders passed, subsidiaries, auditors, directors, deposits, conservation of energy, and risk management.
The document summarizes key aspects of auditors and the audit process under the Companies Act 2013 in India. It outlines eligibility requirements for auditors, the appointment and removal process, auditor rotation rules, duties and powers of auditors, and penalties for non-compliance. Some highlights include that only chartered accountants can serve as individual auditors or partners in audit firms. Auditors are appointed by shareholders but require approval from the audit committee and board of directors. They must be independent and cannot provide non-audit services to the company.
The document summarizes the key reporting requirements for auditors under the Companies (Auditor's Report) Order, 2015 (CARO). It outlines 20 matters that must be addressed in the audit report, including verification of fixed assets, inventory, loans, deposits, statutory dues, accumulated losses, default or guarantee of loans, usage of loans, and reporting of any fraud. Certain companies are exempt from CARO, including banking, insurance, not-for-profit, and some private companies based on size criteria. CARO is applicable to financial years beginning April 10, 2015.
Similar to COMPANIES ACT 2013 BY GOLDMAN GROUP (20)
Fabular Frames and the Four Ratio ProblemMajid Iqbal
Digital, interactive art showing the struggle of a society in providing for its present population while also saving planetary resources for future generations. Spread across several frames, the art is actually the rendering of real and speculative data. The stereographic projections change shape in response to prompts and provocations. Visitors interact with the model through speculative statements about how to increase savings across communities, regions, ecosystems and environments. Their fabulations combined with random noise, i.e. factors beyond control, have a dramatic effect on the societal transition. Things get better. Things get worse. The aim is to give visitors a new grasp and feel of the ongoing struggles in democracies around the world.
Stunning art in the small multiples format brings out the spatiotemporal nature of societal transitions, against backdrop issues such as energy, housing, waste, farmland and forest. In each frame we see hopeful and frightful interplays between spending and saving. Problems emerge when one of the two parts of the existential anaglyph rapidly shrinks like Arctic ice, as factors cross thresholds. Ecological wealth and intergenerational equity areFour at stake. Not enough spending could mean economic stress, social unrest and political conflict. Not enough saving and there will be climate breakdown and ‘bankruptcy’. So where does speculative design start and the gambling and betting end? Behind each fabular frame is a four ratio problem. Each ratio reflects the level of sacrifice and self-restraint a society is willing to accept, against promises of prosperity and freedom. Some values seem to stabilise a frame while others cause collapse. Get the ratios right and we can have it all. Get them wrong and things get more desperate.
Explore the world of investments with an in-depth comparison of the stock market and real estate. Understand their fundamentals, risks, returns, and diversification strategies to make informed financial decisions that align with your goals.
University of North Carolina at Charlotte degree offer diploma Transcripttscdzuip
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South Dakota State University degree offer diploma Transcriptynfqplhm
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What Lessons Can New Investors Learn from Newman Leech’s Success?Newman Leech
Newman Leech's success in the real estate industry is based on key lessons and principles, offering practical advice for new investors and serving as a blueprint for building a successful career.
Discover the Future of Dogecoin with Our Comprehensive Guidance36 Crypto
Learn in-depth about Dogecoin's trajectory and stay informed with 36crypto's essential and up-to-date information about the crypto space.
Our presentation delves into Dogecoin's potential future, exploring whether it's destined to skyrocket to the moon or face a downward spiral. In addition, it highlights invaluable insights. Don't miss out on this opportunity to enhance your crypto understanding!
https://36crypto.com/the-future-of-dogecoin-how-high-can-this-cryptocurrency-reach/
Madhya Pradesh, the "Heart of India," boasts a rich tapestry of culture and heritage, from ancient dynasties to modern developments. Explore its land records, historical landmarks, and vibrant traditions. From agricultural expanses to urban growth, Madhya Pradesh offers a unique blend of the ancient and modern.
Economic Risk Factor Update: June 2024 [SlideShare]Commonwealth
May’s reports showed signs of continued economic growth, said Sam Millette, director, fixed income, in his latest Economic Risk Factor Update.
For more market updates, subscribe to The Independent Market Observer at https://blog.commonwealth.com/independent-market-observer.
“Amidst Tempered Optimism” Main economic trends in May 2024 based on the results of the New Monthly Enterprises Survey, #NRES
On 12 June 2024 the Institute for Economic Research and Policy Consulting (IER) held an online event “Economic Trends from a Business Perspective (May 2024)”.
During the event, the results of the 25-th monthly survey of business executives “Ukrainian Business during the war”, which was conducted in May 2024, were presented.
The field stage of the 25-th wave lasted from May 20 to May 31, 2024. In May, 532 companies were surveyed.
The enterprise managers compared the work results in May 2024 with April, assessed the indicators at the time of the survey (May 2024), and gave forecasts for the next two, three, or six months, depending on the question. In certain issues (where indicated), the work results were compared with the pre-war period (before February 24, 2022).
✅ More survey results in the presentation.
✅ Video presentation: https://youtu.be/4ZvsSKd1MzE
How Poonawalla Fincorp and IndusInd Bank’s Co-Branded RuPay Credit Card Cater...beulahfernandes8
The eLITE RuPay Platinum Credit Card, a strategic collaboration between Poonawalla Fincorp and IndusInd Bank, represents a significant advancement in India's digital financial landscape. Spearheaded by Abhay Bhutada, MD of Poonawalla Fincorp, the card leverages deep customer insights to offer tailored features such as no joining fees, movie ticket offers, and rewards on UPI transactions. IndusInd Bank's solid banking infrastructure and digital integration expertise ensure seamless service delivery in today's fast-paced digital economy. With a focus on meeting the growing demand for digital financial services, the card aims to cater to tech-savvy consumers and differentiate itself through unique features and superior customer service, ultimately poised to make a substantial impact in India's digital financial services space.
13 Jun 24 ILC Retirement Income Summit - slides.pptxILC- UK
ILC's Retirement Income Summit was hosted by M&G and supported by Canada Life. The event brought together key policymakers, influencers and experts to help identify policy priorities for the next Government and ensure more of us have access to a decent income in retirement.
Contributors included:
Jo Blanden, Professor in Economics, University of Surrey
Clive Bolton, CEO, Life Insurance M&G Plc
Jim Boyd, CEO, Equity Release Council
Molly Broome, Economist, Resolution Foundation
Nida Broughton, Co-Director of Economic Policy, Behavioural Insights Team
Jonathan Cribb, Associate Director and Head of Retirement, Savings, and Ageing, Institute for Fiscal Studies
Joanna Elson CBE, Chief Executive Officer, Independent Age
Tom Evans, Managing Director of Retirement, Canada Life
Steve Groves, Chair, Key Retirement Group
Tish Hanifan, Founder and Joint Chair of the Society of Later life Advisers
Sue Lewis, ILC Trustee
Siobhan Lough, Senior Consultant, Hymans Robertson
Mick McAteer, Co-Director, The Financial Inclusion Centre
Stuart McDonald MBE, Head of Longevity and Democratic Insights, LCP
Anusha Mittal, Managing Director, Individual Life and Pensions, M&G Life
Shelley Morris, Senior Project Manager, Living Pension, Living Wage Foundation
Sarah O'Grady, Journalist
Will Sherlock, Head of External Relations, M&G Plc
Daniela Silcock, Head of Policy Research, Pensions Policy Institute
David Sinclair, Chief Executive, ILC
Jordi Skilbeck, Senior Policy Advisor, Pensions and Lifetime Savings Association
Rt Hon Sir Stephen Timms, former Chair, Work & Pensions Committee
Nigel Waterson, ILC Trustee
Jackie Wells, Strategy and Policy Consultant, ILC Strategic Advisory Board
Confirmation of Payee (CoP) is a vital security measure adopted by financial institutions and payment service providers. Its core purpose is to confirm that the recipient’s name matches the information provided by the sender during a banking transaction, ensuring that funds are transferred to the correct payment account.
Confirmation of Payee was built to tackle the increasing numbers of APP Fraud and in the landscape of UK banking, the spectre of APP fraud looms large. In 2022, over £1.2 billion was stolen by fraudsters through authorised and unauthorised fraud, equivalent to more than £2,300 every minute. This statistic emphasises the urgent need for robust security measures like CoP. While over £1.2 billion was stolen through fraud in 2022, there was an eight per cent reduction compared to 2021 which highlights the positive outcomes obtained from the implementation of Confirmation of Payee. The number of fraud cases across the UK also decreased by four per cent to nearly three million cases during the same period; latest statistics from UK Finance.
In essence, Confirmation of Payee plays a pivotal role in digital banking, guaranteeing the flawless execution of banking transactions. It stands as a guardian against fraud and misallocation, demonstrating the commitment of financial institutions to safeguard their clients’ assets. The next time you engage in a banking transaction, remember the invaluable role of CoP in ensuring the security of your financial interests.
For more details, you can visit https://technoxander.com.
How to Invest in Cryptocurrency for Beginners: A Complete GuideDaniel
Cryptocurrency is digital money that operates independently of a central authority, utilizing cryptography for security. Unlike traditional currencies issued by governments (fiat currencies), cryptocurrencies are decentralized and typically operate on a technology called blockchain. Each cryptocurrency transaction is recorded on a public ledger, ensuring transparency and security.
Cryptocurrencies can be used for various purposes, including online purchases, investment opportunities, and as a means of transferring value globally without the need for intermediaries like banks.
How to Invest in Cryptocurrency for Beginners: A Complete Guide
COMPANIES ACT 2013 BY GOLDMAN GROUP
1. CA. Shelly Gupta
Goldman Group
190, Rajinder Nagar,
New Delhi – 110 060.
Mob.: 9968498865
E-mail : shelly@goldmangroup.com
2. Time line
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18th December 2012 Passed by Lok Sabha
8th August 2013 passed by Rajya Sabha
29th August 2013 got President’s assent
30th August 2013 Gazetted as Act no. 18 of 2013
12th September 2013 98 sections were notified by Central
Government
26th March 2014 w.e.f.
1st April 2014
183 sections were notified
3. CA, 2013 CA, 1956
CHAPTERS 29 13
SECTION 470 658
SCHEDULE 7 15
RULES 400 Approx. Nil
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4.
5. To be prepared & kept at the registered office.
Books of Accounts,
Other relevant books and papers and
Financial Statement
For every Financial year
On accrual basis
on double entry system
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6. Shall give true and fair view.
Shall comply with accounting standard
Shall be in form of Schedule III.
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7. Books of accounts( Section2(13) )
All money received and expended
All sales and purchases of goods and services
All assets and liabilities
Items of costs (Section 148)
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8. Books & Papers: Section 2(12)
Books of accounts
Deeds, Vouchers, writings, Documents, minutes and
registers.
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9. Financial Statements: Section 2(40)
Balance sheet,
Profit & Loss account,
Cash flow statement,( not for OPC, small company &
dormant company).
Statement of change in equity ( if applicable)
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10. Financial Year : Section 2(41)
31st march every year.
For 1st year of incorporation
If incorporated before 1st January– 31st March
same year.
Otherwise -- 31st march of next financial year.
Transition period – 2 years
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11. Consolidated financial statement of all subsidiaries
and company shall be placed before the AGM.
(Section 129 (3)).
Subsidiary includes Associates and Joint venture
companies.
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12. Goldman Group
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May keep in Electronic Mode in such manner as may
be prescribed.
Rule 3 of (Companies Account) Rule, 2014 :-
To remain accessible in India so as to be usable for
subsequent reference.
To be retained in the same format in which originally
generated.
To remain complete and unaltered.
To be capable of being legible.
To have proper system of storage, retrieval, display or
print out of electronic record.
13. Goldman Group
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Records shall be disposed of or rendered unusable
unless permitted by law.
Back up of the books of accounts in the servers
physically located in India.
Intimation to ROC:-
Name of the service provider
Location of the service provider
Internet protocol address of the service provider
If books of accounts are maintained on cloud,
address of the service provider
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Financial statement shall be laid at every Annual
General Meeting.
Punishment:-
Officer in default with imprisonment upto one year or
with find from Rs.50,000/- to Rs.5,00,000/- or both.
15. A company shall not reopen its books of
accounts and not re-cast its financial statement
unless
a) An application in this regard is made by :
◦ Central Government
◦ Income tax authorities
◦ Security and Exchange Board
◦ Any other statutory regulatory body or
authority
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16. b) An order in this regard is made by Court or
Tribunal to effect that:
The relevant earlier accounts were prepared
in fraudulent manner.
The affairs of the company were mis-managed
during relevant period casting the doubt on
reliability of financial statement.
c) The accounts so revised or re-cast shall be final.
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17. If it appears to the Board that financial statement or Board
Report do not comply the provisions of section 129 & 134,
they may prepare revised financial statement /Board report.
Conditions:
any of the 3 preceeding financial year
not more than once in a financial year.
reasons shall be disclosed in Board’s Report.
with the approval of Tribunal
copy of order of tribunal shall be filed with ROC.
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18. Application to tribunal within 2 weeks from the decision of Board.
Disclosure in application for change of Auditor or majority of Director.
Tribunal shall issue notice and hear auditor on original financial
statement.
Copy of order to ROC (30 days)
General Meeting shall be called
Notice of General Meeting with reason for revision shall be published
Revised F/s and B/R shall be placed for adoption.
Revised statement / BR shall be filed with ROC (30 days)
Word revised be pre-fixed.
Consent letter from old auditor if not, reasons.
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19. Shall be prepared based on financial statement.
Shall contain separate sections for the position of each
subsidiary, associate and joint venture company.
Every listed company and other limited company having
paid up share capital more than Rs.25.00 crores shall
include the statement undertaking the annual evaluation
made by Board of its own performance.
Details of material order passed by court, tribunal
impacting going concern status and company’s
operation in future.
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20. Shall include:
Extracts of annual Return
No. of Board meetings.
Directors responsibility statement.
Statement of declaration by independent diector.
Explanations/comments on adverse comments,
qualifications or disclaimer by auditor.
Particulars of loans, guarantees or investment (186)
Particulars of related party transaction( 188)
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21. The new Companies Act, 2013 provides the formation of
the National Financial Reporting Authority, it is rather
conversion of present existing NACAS, National Advisory
Committee on Accounting Standard.
SCOPE OF NFRA (in brief) :-
a) To make recommendations to the Central Government
on the formulation and laying down of accounting and
auditing policies and standards;
b) To monitor and enforce the compliances;
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22. c) Oversee the quality of service of the professionals;
d) Power to investigate either suo-moto or reference by
the Central Government relating to mis-conduct by any
professional.
e) The authority will have quasi-judicial powers.
f) Penalties. In case of individual not less than Rs.1.00
lac and may extend upto 5 times of the fee received.
g) In case of firm not less than Rs.10.00 lacs and may
extend upto 10 times of the fee received.
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23. h) Debarring members for minimum six months to ten
years from the profession.
i) Once NFRA has initiated any proceedings, no other
institute or any organization shall initiate or conduct
any proceedings relating to such matter.
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24. Every company during any financial year having :
a) Net worth of Rs.500.00 crores or more or
b) Turnover of Rs.1000.00 crore or more or
c) Net profit of Rs.5.00 crores or more
d) Such company shall constitute CSR Committee
consisting of three or more directors out of which one
shall be independent Director.
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25. Applicable w.e.f. 1st April 2014. As per Rule 5 of (CSR
Policy) Rules 2014.
Unlisted company are not required to appoint
Independent Director in CSR committee
Private company having only 2 directors shall constitute
the committee with such 2 directors.
In case of foreign company, the committee shall
comprise of atleast 2 persons of which one shall be
resident in India and other will be nominated by foreign
company.
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26. f) The Board shall disclose the CSR Policy in its Report
and on the website of company and ensure that CDR
activities are undertaken by Company.
g) Company shall spend at least 2% of its average net
profit during three immediate financial years for the
social responsibilities.
h) Preference shall be given to local areas where it
operate.
i) In case company does not spent required fund reasons
be disclosed in Director’s Report.
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27. Role of the Committee:
To formulate and recommend to the board, the CSR
policy for the activities mentioned in Schedule-VII.
Recommendation of the amount of the expenditure be
incurred.
Monitor the CSR policy from time to time
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28. CSR project or program giving benefit only to the
employees of the company and other formalities shall not
be considered under the CSR activities.
Contribute to the political party shall not be considered
as CSR activities.
The particulars of CSR activities and amount spend shall
be disclosed in the board report. In case company not
spending any money in CSR, that shall also be reported.
The CSR activities undertaken by company shall be
hosted on company website.
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29. Eligibility:
Every listed company.
Every unlisted public company.
Paid up share capital Rs.50 crores or more.
Turnover Rs.200 crores or more
Outstanding loans and borrowings from bank and
public institutions Rs.100 crores or more
Outstanding deposits : Rs25 crores or more.
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30. Eligibility:
Every private company having turnover of Rs.200 crores
or more
Outstanding loans or borrowing of Rs.100 crores or more
Transition period : 6 months w.e.f. 1st April 2014
The internal audit may or may not be employee of the
company.
Internal auditor shall be chartered accountant or cost
accountant for such other professional has to be decided
by the Board. The audit committee shall formulate the
scope, official periodicity or methodology for conducting
internal audit.
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31.
32. Government Companies :-
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First Auditor : By C&AG within 60 days from the
date of incorporation
If not appointed
by C&AG
: By board within next 30 days
If not appointed
By Board
: By members within next 90 days
33. Other than Government Companies :-
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First Auditor : By board within 30 days from the
date of incorporation
If not by Board : By members within next 90 days in
EOGM.
34. First auditor shall hold office till the conclusion of
first AGM.
In first AGM auditor shall be appointed till the
conclusion of 6th Annual General Meeting and
Thereafter every 6th AGM.
However, appointment shall be ratified in each
AGM.
If not ratified BOD shall appoint another auditor
after following due procedure.
The company shall inform to the Auditor and shall
also file notice within 15 days to ROC.
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35. Before appointment is made:
Written consent of auditor.
Obtain a certificate specifying :
a) Appointment if made shall be in accordance with the
conditions as may be prescribed.
b) Appointment shall be in accordance with section 141.
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36. Government company:-
To be filled by CAG within 30 days
If not by CAG then Board shall fill within next 30 days
Other than Government companies:-
By the Board within 30 days,
if cause is resignation then also approved by
shareholders within three months from the
recommendation of the Board.
The Auditor appointed to fill casual vacancy shall hold
office till conclusion of next AGM.
Important note:-
If in any AGM no auditor is appointed or reappointed, the
existing auditor shall continue.(Section 139(10))
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37. Auditor can be re-appointed:-
If he is not disqualified for re-appointment.
he has not given notice of his unwillingness.
Special Resolution is not passed that he shall not be
appointed.
Where Audit Committee is in place recommendation of
committee shall be taken into account.
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38. No listed company or any other class of company as may
be prescribed shall appoint or re-appoint its auditor.
In case of individual – for more than one term of 5
consecutive years.
In case of firm – for more than 2 terms of 5 consecutive
years.
(Rule 5 Companies Audit & Auditors Rule, 2014) :
OPC and small companies are not covered.
All unlisted public company having paid up capita Rs.10
crores or more
All private company having paid up capital Rs.20 crores or
more.
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39. All companies having < threshold limits but having public
borrowings from financial institutions and banks > Rs.50
crores or more.
Rule 6 (3)(i):
Period for which he or it has been holding office as auditor
prior to the commencement of Act shall be taken into
account in calculation of 5 consecutive years and 10
consecutive years.
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40. Where company has two or more auditors, company
shall follow the rotation in such manner that all joint
auditors do not complete their tenure in same year.
Common partners in incoming firm of auditors, or in same
network or operation under same trademark will not be
eligible.
The auditor can again be appointed after gap of 5 years.
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41. These provisions shall be applicable to all existing
companies within 3 years from the date of
commencement of this act.
The shareholders may resolve that the partner and his
team shall rotate every year or audit shall be
conducted by more than one auditor.
Central Government may prescribe rule for rotation of
auditors.
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42. By Special Resolution and
Prior approval of CG (application within 30 days from
General Meeting).
Reasonable opportunity be given
Rule 7
i) Application to CG within 30 days from the passing of
resolution by Board.
ii) Hold General meeting within 60 days from the receipt of
permission from CG for Special Resolution.
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43. Removal of Tribunal :-
Auditor acted (directly or indirectly in fraudulent manner
or
Abetted or colluded in any fraud by or in relation to
company or its officer or director.
Tribunal shall order within 15 days from the date of
application by Central Government.
Such auditor shall not be eligible for the appointment as
auditor of 5 years in any company and shall be
punishable u/s 447.
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44. A chartered Accountant or firm of chartered Accountants
LLP can be Auditor
Only partner who are Chartered Accountant in practice
shall be authorised by firm to act and sign on behalf of
firm.
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45. Following are disqualified to be appointed as
Auditor:
1) A body corporate other than LLP.
2) Officer or employee of the company.
3) A person who is a partner or is in employment
of an officer or employee of company.
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46. 4) he or his relative or partner:
a) has interest by holding securities in company,
subsidiary, holding or associate company for
exceeding Rs.1,00,000/-.
b) Is indebted to the company, subsidiary, holding or
associate company or subsidiary of holding company
in excess of Rs.5,00,000/-.
c) Given guarantee or provided security in connection
with indebtedness of third person to the company
subsidiary, holding or associate or subsidiary of
holding company or Rs.100,000/- or more
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47. 5) A person or firm whose business relationship with
company, subsidiary or associate company or
subsidiary of such holding company or associate
company of such nature as may be prescribed.
6) Whose relative is director or is in employment of
company as director or KMP.
7) If as on date of appointment such person is holding
audit of more than 20 companies.
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48. 8) Has been Convicted for fraud and 10 years not
elapsed from the date of conviction.
9) Providing prohibited services (section 144)
If any auditor incurs any disqualification after his
appointment, auditor shall vacate office and
vacancy shall be casual vacancy.
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49. An Auditor of the company shall provide the
services only as are approved by Board of Directors
or Audit Committee as the case may be which shall
not include any of the following (whether rendered
directly or indirectly to the company or its holding
company or its subsidiary company) :-
a) Accounting and book keeping services.
b) Internal Audit
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50. c) Design and implementation of any informational
system
d) Actuarial services
e) Investment advisory services
f) Investment banking services
g) Rendering of outsourced financial services
h) Management services
i) Any other kind of services as may be
prescribed.
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51. Directly or indirectly includes :-
In case of individual :-
Either himself or through his relatives or any other person
connected or associated with such individual or through any
other entity whosoever, in which such individual has
significant influence or control or whose name, trade mark,
or brand is used by such individual.
In case of firm:-
Either itself or through any of its partners, through its parent,
subsidiary or associate entity in which firm or any partner
has significant influence and control or whose name, trade
mark, or brand is used by such individual.
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52. Impact (if any) of pending litigations on its financial
position in the financial statements.
Provision for material forseeable losses (if any) on long
term contract including derivative contracts.
Any delay in transferring amount to investor education
and protection found by company.
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53. An Auditor who resign from the company shall file
within 30 days of resignation, the statement in
prescribed form with Registrar of Companies
within 30 days indicating reasons of resignation.
In case of Government company resigning,
auditor shall file statement with C&AG.
If auditor does not file such statement he shall be
punishable with fine not less than Rs.50,000/-
which may extend upto Rs.5,00,000/-
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54. Section147 provides that where an auditor of a
company contravenes any of the provisions
relating to contents of audit report, compliance
with auditing standards, rendering prohibited
services and signing of audit report (i.e.
Section143 to 145):
He shall be punishable with fine which shall not
be less than twenty five thousand rupees but
which may extend to five lakh rupees.
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55. Where auditor has contravened any of the
aforesaid provisions with intent to deceive the
company or its shareholders or creditors or any
other person interested or concerned in the
company, he shall be punishable with
imprisonment for a term which may extend to one
year and with fine which shall not be less than
one lakh rupees but which may extend to twenty
five lakh rupees, or with both.
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56. Where an auditor has been convicted of an
offence as above, he shall be liable to –
i. Refund the remuneration received by him to
the company; and
ii. Pay for damages to the company or to any
other persons for loss arising out of incorrect
or misleading statements of particulars made
in his audit report.
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57. Where the auditor of a company is an audit firm and it is
proved that the audit partner or partners has or have :
Acted in a fraudulent manner or
Abetted or colluded in any fraud by or in relation to or by
the company or its directors or officers, the civil liability as
provided in the Act or any other law for such an act would
be of the audit partner or partners as well as of the firm
jointly and severally.
Any criminal liability other than fine shall be devolve only
on concerned partner or partners who acted in fraudulent
manner or abetted or colluded in any fraud.
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58. The audit partner / partners shall also be
punishable in the manner as provided in Section
447.
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59. In the existing Act Auditor is not mandatorily
required to attend Annual General Meeting but
new Companies Act, 2013 provides under
section146, every auditor shall attend general
meeting by himself or through its authorised
representative who is also qualified to be the
Auditor unless otherwise exempted by the
company.
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60. Explanation to Section 447 defines fraud which means:
Any act or omission,
Concealment of fact or
Abuse of position of any person (by him or herself or by
any other person in connivance in any manner).
With the intent to deceive
to gain undue advantage to injure the interest of
company, or its shareholders or creditors or any other
person (whether or not there is any wrongful gain or
loss).
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61. Report to Board seeking reply within 45 days.
Auditor has to report above fraud to the C.G. (within 15
days from the receipt of report)
If reply not received, Audit shall forward his report to CG
within time prescribed (60 days).
Report by speed post and e-mail to Ministry of Corporate
Affairs.
Punishment for not reporting fraud:
Fine Rs. 1lakh to Rs 25 lakh.
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62.
63. Who may invite, accept or renew the deposits:-
a) Banking company
b) NBFC
c) Eligible companies
Public company having networth more than Rs.100
crores or turnover Rs.500 crores.
d) Other companies (from its members) subject to
the conditions in section 73 (2).
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64. Rules are applicable to all companies except banks
NBFCs and HFCs.
Definition of Deposit:-
Deposit includes receipt of money by the way of
deposit or loan or in any other form.
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65. Deposit does not include:-
Amount received from CG, SG, local authority
and statutory authority.
Receipt from foreign government bank as per
FEMA.
Amount received from bank, public financial
institutions, commercial papers, ICDs.
Share application money (except not refunded to
the applicants).
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66. ◦ Amount received from directors out of his own funds.
◦ Convertible bond / debentures / shares within 5
years.
◦ Interest free security deposit from employee,
(maximum one year salary).
◦ Business advances:
Supply of the goods / services (to be adjusted
within 365 days).
Against property
Against security deposit for performance contract
for supply of goods or services.
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67. Advances for supply of capital goods under long term
projects.
Amount from promoters or their relative if it is a
condition of any financial institutions or bank (the
exemption is available till the loan are fully repaid).
Important :-
If company accepting money does not have necessary
permission or approval to deal in goods or properties or
services no exemption is available, it will be treated as
deposit.
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68. Resolution in General Meeting required.
Preparation of the circular :-
◦ Financial position
◦ Credit rating.
◦ Total number of depositors (existing).
◦ Amount due as on date of circular
◦ File copy of circular with ROC 30 days before
the issue of circular.
◦ Issue the circular to the members
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69. ◦ Not less than 15% of deposit during financial
year or following financial year will be
deposited in separate bank account (deposited
in reserve bank account).
◦ Enter into an agreement for the deposit
insurance
◦ Certificate for no default in repayment of
deposit or interest (in past).
◦ In case of secured deposits security is to be
credited (30 days).
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70. ◦ Deposits shall be repaid as per the terms and
conditions.
◦ In case of the default in repayment company
may apply to Tribunal for extension of time.
◦ No renewal of deposit or invitation of deposit
from its members. If deposit exceeds 25% of
paid up capital and free reserves.
◦ The circular shall be published in newspaper
and will be hosted on website of company as
per proforma.
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71. The circular shall be valid for 6 months from the
close of the financial year in which it is issued or
date on which financial statement rate before the
general meeting or where no general meeting.
The latest day on which meeting should have
been hold whichever is earlier.
The fresh circular will be issued for the deposit
invited in following years.
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72. One or more trustee for depositor crediting
security (secured deposit).
Company shall execute deposit trust deed atleast
7 days before issuing the circular.
No person including the company shall be
appointed as trustee if the trustee
Is a director
KMP or
Officer of holding, subsidiary or associate company
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73. If indebted to company or its subsidiary or
associate or subsidiary of associate company.
Has material or pecuniary relation with
company.
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74. Trustee shall not be removed after issue of
circular and before the expiry of 6 months
except the consent of all the director present
in the meeting.
In case, company is required to have
independent director then atleast one director
shall be present in the meeting.
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75. To ensure sufficient insurance to cover
repayment of principle and interest amount to
secured deposit.
To satisfy himself that the circular has been
issued as per the provisions.
To ensure that company does not commit any
breach of covenants and provisions.
To take reasonable steps for breach of
covenants.
To call meeting of depositor as and when
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76. Prepare the statement showing:
a) Total deposit accepted
b) Amount remain unpaid including interest
c) Arrangement for repayment
File the statement with ROC within 3 months from
the date of commencement.
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77. Repay the deposit on due date or 12 months from
the commencement whichever is later.
Time can be extended by Tribunal.
Penalty:-
Company : Fine Rs.1.00 crore to Rs.10.00 crores
Officers : Imprisonment upto 7 years or fine
Rs.25 lacs to Rs.2 crores .
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78. If it is proved that deposits are accepted with
intend to fraud, officer of the company shall
be liable for penalty u/s 447 without any
limitation of liability and liable for all losses or
damages as have been suffered by
depositors.
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79. 6 months to 36 months : 10% of total capital plus
free reserves.
Less than 3 months : Nil.
Total deposits from members cannot exceed
20% of capital and free reserves.
Rate of interest and commission : as per NBFC
norms.
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80. External rating at the time of invitation and every
following year.
In case of secured deposits, create charge within
30 days for not less than total deposits in favour
of depositors.
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81. Deposits from others:- If it exceeds 25% of paid
up capital and free reserves.
No government company accept deposit if it
exceeds 35% of total capital and reserves.
No eligible company shall accept or renew the
deposit from its members if outstanding on that
date exceeds 10% of paid up capital and
reserves.
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82. Trustee shall call the meeting of trustees if
requisition is signed atleast 1/10th of depositor
in value.
OR
Trustees themselves on suo-moto.
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83. To be filed with registrar before 30th June
every year for the information upto 31st March
duly audited by auditor of the company.
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