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Secretarial Audit

Secretarial Audits

Inculcate Business Ethics with expert services for Public Limited Company Compliance

    6000 +
    Business served
    Customer Ratings
    100 %
    6000 +
    Business served
    Customer Ratings
    100 %

    Secretarial Audit

    Inculcate Business Ethics with expert services for Public Limited Company Compliance

    get started!

      6000 +
      Business served
      Customer Ratings
      100 %

      What are Secretarial Audits?

      Secretarial audit was enacted vide Section 204 of the 2013 Companies Act. And is required to be done by every listed company and A public company with a Paid-up share capital of more than Rs. 50 crore and a turnover of more than Rs. 250 crore. It is a process to check compliances made by the company under Corporate Law and other relevant laws, rules, regulations and procedures etc. In today’s complex business scenario, it is mandatory for every company to comply with hundreds of laws, rules and regulations as the penalty for offences related to non-compliance have become stricter.

      Benefits of Secretarial Audits

      Compliance with legal requirement

      Secretarial Audit is an effective mechanism to ensure compliance with legal and procedural requirements and enables the senior management to focus on important business matters rather than worrying about compliance risk.

      Create confidence among Stakeholders and Management

      Secretarial Audit strengthens the goodwill of the company and provides a level of confidence to the investors thereby increasing reputation. When the Secretarial Auditor issues a clean certificate, it boosts confidence among the stakeholders. 

      Keeps risk at bay

      Secretarial audit ensures compliance to all the laws applicable to the company and points out discrepancies if any, and helps companies make amendments as to comply with the same thereby reducing the risk of penalization. 

      Documents required for Conducting secretarial audit

      Charter Documents

      Charter Documents and Statutory Registers

      Minutes of Meeting

      Board and General Meeting Minutes & Notices

      Financial Statements

      Audited financial statements and Last year Secretarial Audit Report

      ROC filings

      If the company is listed, Filings & Intimations with ROC, Stock Exchanges, Newspaper Advertisements

      Bonds and Agreements

      Employment agreements, Lease Deed, Bonds and returns

      RBI Compliance

      Filings with RBI (If there is a foreign investment) and other statutory departments,

      statutary registers

      Registers maintained under Labour Laws

      Board Report

      Annual Performance Reports, SAST Disclosures, Details of ECB Returns, in case of foreign borrowings in the company

      Incorporation document

      PAN Card, Certificate of Incorporation and MoA – AoA of Private Company

      Audit Report & Board Report

      Independent auditor’s report and Board report must be provided

      Audited Financial Statements

      Financial Statements must be audited by independent auditor

      DSC of Director

      Valid and active DSC of one of the directors must be provided

      How Will We Help?

      Compliance with Company law and allied laws

      We will help understand if the company is complying with the relevant laws applicable to the company and issue a report in Form MR-3 regarding the audit conducted by our professionals.

      Review Charter Documents

      We will review your charter documents namely the MOA, AOA, COI etc and recommend if any alterations are to be made as required under law.

      Stock Exchange Compliances

      We will check all the compliances required to be followed under the SEBI act, Securities Contracts (Regulations) Act, FEMA act and if the necessary disclosures are provided by the company.

      Frequently Asked Questions

      All you need to know before applying for Secretarial Audits:

      Only members of the Institute of Company Secretaries of India having COP (Certificate of Practice) can conduct Secretarial Audit and submit the Secretarial Audit Report in Form MR-3.

      Mandatory Provision-Secretarial Audit is mandatory for the below-mentioned companies. Also, the companies are required to prepare the Secretarial Audit Report.

      • Every Listed Company
      • Every public company having a paid-up share capital of 50 crore rupees or more.
      • A public company having a turnover of more than Rs. 250 crore or more.
      • Every company having a borrowing of 100 crores or more.

      Voluntary Provision-Companies which are not covered under section 204 may obtain Secretarial Audit Report voluntarily as it provides an independent undertaking of the compliances in the company.

      The Prescient Secretarial Audit continually would help the company in commencing corrective measures and strengthening its compliance mechanism and processes. Consequently, the Secretarial Audit should be carried out-

      • Periodically,
      • Quarterly,
      • Half-year and,
      • Annually.

      In case of any adverse finding, it is reported on an interim basis to the Board immediately. The Secretarial Audit Report to be annexed with the Board’s report is required to be submitted before the preparation of the Board’s Report.

      Secretarial Audit Report is required to be provided in the format lay down in Form MR-3.

      Fiscal laws like tax laws and Customs Act, etc needs to be examined while conducting a secretarial audit.

      Presently, The authority (ICSI) has not placed any limitation on the number of Secretarial audits that can be conducted by a Practicing Company Secretary in a financial year.

      There is no requisite of peer review of Secretarial Auditors.

      • The Secretarial Audit Report should be signed by the Secretarial Auditor who has conducted the Secretarial Audit.
      • In case if the audit is conducted by the firm of Company Secretaries, then by the partner under whose governance the Audit was conducted.

      Also, while signing the Secretarial Audit Report, Company Secretary in Practice should ensure that he holds the valid certificate of practice number.


      The Secretarial Auditor is required to be appointed using a resolution passed at a duly convened Board meeting. However,it is recommended for Secretarial Auditor to get the letter of engagement from the company.

      • Knowledge
      • Team
      • Documentation and Backup
      • Reliance upon management representation
      • Complying to the timelines
      • Impartial Behavior
      • Maintaining the Audit records

      More questions? Seek help of our experts

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