Secretarial Compliance certificate And Secretarial Audits
Under Companies Act 2013

Secretarial Compliance Certificate and Secretarial Audit:

In achieving the standards of Corporate Governance, the company gets the Secretarial Compliance Certificate based on the previous record from Secretary company under Section 383A of the Companies Act, 1956. This certificate has been published in the Annual report of the company.

Secretarial Audit is recently introduced under the Companies Act, 2013. It is a process that checks the compliance with the company under certain corporate Lawa, rules and regulations. However, secretarial Audit provides the easiness to the stakeholders and Management to improve the effectiveness of risk management and controls.

 Compliance Certificate Rules:

The compliance certificate has to be filled to ROC within 30 days.
After filling the form, AGM will conduct, it should be held within 30 days.
Compliance Certificate obtains in Annual General Meeting.

Guidelines for Issuing Compliance Certificate:

It is essential to know that every Practicing Company secretary has to maintain a register related to attestation services. The information about the applicant shall be open for inspection and authorization purposes. Moreover, the ceiling will conduct on issuing the compliance certificate. In case of a partnership, the top will apply to each partner.

 Eligible for Secretarial Audit:

Only the member of Institute of Company Secretaries of India can conduct an audit. According to Section 204(4) include the punishment if dealing with false secretarial Audit. Under this section, the company or company secretary can only practice auditing. It is an essential part of dealing with the legal compliance reporting system. The Secretarial audit reports help the directors to run the company properly, and it also helps the government of India to compliance the company reputation.

Documents Required for Audit:

Memorandum and Articles of Association
Notice, Agenda Reports and Attendance Register
Auditor’s report and Directors Report
Statements for Investments
All Statutory Registers
Fillings with ROC
Submission To stock Exchange
Relevant Approvals
Compliance Certificate of Functional head
Objectives- Secretarial Audit and Compliance Certificate:

The main objective is to warn the top Management from the inconvenience and protect them. It should be a compliance check of statutory regulations of the company. Moreover, it is also essential to know that a tool can use to check the insight of the company and protect the investors from scam and non-compliance.

Advantages of Secretarial Audit and Compliance:

Statutory Requirements:
Company Management has to ensure that all affairs should conduct according to the statutory requirements. These are the main requirements properly used for Audit.

Owner’s Identity:
In sectorial Audit, the owner's stake doesn't expose at any cost that exceeds the risks. It is a transparent way to conduct the fair Audit.

When upper-level Management works with virtually and in as competence manner, then there is comfortable feeling for the company to conduct Audit.

Easy and Efficient:
It also reduces the burden on law enforcement authorities to conduct the Secretarial Audit quickly and efficiently. The rules have not to worry about any company issues due to driving of fair auditing process.

Assistant Tool:
It behaves like an assistant tool for SEBI, Banks and Financial Stock Exchange that used to measure the compliance and non-compliance to the concerned companies.

Frequently Asked Questions (FAQ):

Q1-What is the format of Secretarial Audit?

The format of Secretarial audit report is the same that prescribed in the Form MR-3(Rule 9 of the companies).

Q2-Are financial laws need to examine while conducting Secretarial Audit?

Yes, financial laws like tax laws and customs act, etc., the Secretarial Audit will rely on generating a report based on Statutory Audits.

Q3-Who can sign the Secretarial Audit Report?

The Secterail Audit Report always signed by the Secretarial Auditor who has the power to conduct the company's Audit efficiently.

Q4-What is the Secretarial Compliance Report?

It is the report of SEBI act, guidelines, rules and regulations etc. So, it mainly uses for SEBI regulations.

Q5-Who will issue the Secretarial Compliance Report?

The Secretarial Compliance Report always was given by the whole time Practicing Company Secretary.

Q6-What is the limit of Submission of Sectorial Compliance Report?

The time limit is within the 60 days from the closure of the financial year.

Drafted By:
CS.A.Maniraj.,B.Com.,ACS.,CA(Fin), Independent Director 
Certified CSR Professional., Certified GST Professional.

Secretarial Compliance certificate And Secretarial Audits
Maniraj Anantham 3 December, 2022
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