Require docs related to Resignation of Existing Auditor
anu
VIMAL SHARMA Compliance
NOTICE
Notice is hereby given that the Extra Ordinary General Meeting of the Members of ABC Limited will be held on Thursday, July 25 ,2013 at 205, 2nd Floor, Mumbai-400099, Maharashtra at 03.00 P.M. to transact the following business:
1. To consider and, if thought fit, to pass, with or without modifications, the following resolution as a Ordinary Resolution:
“Resolved that M/s CDE & Co., Chartered Accountants, Gurgaon be and hereby appointed as the statutory auditors of the Company to fill the vacancy caused by the resignation of M/s PQR, Chartered Accountants, Mumbai, to hold office until the conclusion of next Annual General Meeting on a remuneration to be decided by the Board of Directors of the Company.”
By Order of the Board
Place: Mumbai
Date: July 02, 2013 Director
NOTES:
- A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY.
- Proxy in order to be effective must be deposited at the Registered Office of the Company not less than forty-eight hours before the commencement of the Meeting.
- The Explanatory Statement pursuant to Section 173 (2) of the Companies Act, 1956 in respect of Business under Item No. 1 as set out above is annexed hereto.
EXPLANATORY STATEMENT PURSUANT TO SECTION 173 (2) OF THE COMPANIES ACT, 1956
Item No. 1:
The Board received a resignation letter dated July 01, 2013 from M/s PQR, Chartered Accountants, Mumbai, the Statutory Auditors of the Company .The board in its meeting held on July 02, 2013 has proposed to appoint M/s CDE & Co., Chartered Accountants, Gurgaon as the Statutory Auditor of the Company to fill the vacancy caused due to such resignation. The Company has received a letter from M/s CDE & Co., Chartered Accountants, Gurgaon to the effect that if they would be appointed as Statutory Auditors of the Company, their appointment would be within the statutory limits of audit as per Section 224(IB) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of section 226 of the said act.
As per the provision to section 224(6) (a) of the Companies Act, 1956 where vacancy is caused by resignation of an auditor, the vacancy shall only be filled by the Company in General Meeting.
The Board recommends the resolutions for the approval of the shareholders.
None of the directors of the Company is interested in the said Resolution.
By Order of the Board
Place: Mumbai
Date: July 02, 2013 Director
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE SHAREHOLDERS OF ABC LTD AT MUMBAI-400099, MAHARASHTRA
Ordinary Resolution:
“RESOLVED THAT M/s CDE & Co., Chartered Accountants, Gurgaon be and is hereby appointed as Statutory Auditor of the Company to fill the vacancy caused by the resignation of M/s. PQR & Associates, Chartered Accountants, Mumbai to hold office until the conclusion of next Annual General Meeting on a remuneration to be decided by the Board of Directors of the Company.”
CERTIFIED TRUE COPY
FOR ABC LIMITED
DIRECTOR
EXPLANATORY STATEMENT PURSUANT TO SECTION 173 (2) OF THE COMPANIES ACT, 1956
Item No. 1:
The Board received a resignation letter dated July 01, 2013 from M/s PQR, Chartered Accountants, Mumbai, the Statutory Auditors of the Company .The board in its meeting held on July 02, 2013 has proposed to appoint M/s CDE & Co., Chartered Accountants, Gurgaon as the Statutory Auditor of the Company to fill the vacancy caused due to such resignation. The Company has received a letter from M/s CDE & Co., Chartered Accountants, Gurgaon to the effect that if they would be appointed as Statutory Auditors of the Company, their appointment would be within the statutory limits of audit as per Section 224(IB) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of section 226 of the said act.
As per the provision to section 224(6) (a) of the Companies Act, 1956 where vacancy is caused by resignation of an auditor, the vacancy shall only be filled by the Company in General Meeting.
The Board recommends the resolutions for the approval of the shareholders.
None of the directors of the Company is interested in the said Resolution.
By Order of the Board
Place: Mumbai
Date: July 02, 2013 Director
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santhosh kumar
Flowchart for Resignation of Existing Auditor and appointment of New auditor
STEPS IN
CASE OF RESIGNATION BY EXISTING AUDITORS
01. Receive the Resignation Letter
with Form No.ADT-3 from the resigning Auditor
02. Call a Board Meeting for
acceptance of the resignation and give power for filing the same with the
ROC
03. File the Form GNL-2 WITH ROC, having ADT-3 and resignation letter as
attachment.
04. Call a Board Meeting for filing the Casual Vacancy and
approve the notice for EOGM.
05 Hold the EOGM and pass approve the Auditor’s
Appointment
06. Now file Form No.MGT-14 for the filing of the Resolution
passed at EOGM
07. Now file GNL-2 with SRN of MGT-14 having ADT-1, Auditor’s
Acceptance as attachment
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