Section 140 of Companies Act 2013: Removal And Resignation Of Auditor

Appointing Auditor Other than the Retiring Auditor [Section 140(4)] Special Notice required for Resolution: In case the retiring auditor has not completed a consecutive tenure of 5 years or 10 years, as the case maybe a special notice has to be given for a resolution at an Annual General Meeting (AGM): i) appointing a person except a retiring auditor as auditor, or ii) expressly providing that a retiring auditor can’t be re-appointed. Providing Retiring Auditor with a Copy of Special Notice: On receiving receipt of notice of such a resolution, the company is supposed to send a copy to the retiring auditor. Where notice of such a resolution is provided and the retiring auditor makes a written representation to the company and requests that it should be notified to the members of the company, the company should— a) in any notice of the resolution provided to the members of the company, state the fact of that the representation has been made; and b) send a copy of such representation to the members of the company to whom notice of the meeting is being sent. In case a copy of representation by retiring auditor has not been send to the members of the company: i) It should be read in the meeting. ii) The Representation should be filled with the Registrar. There is no need to send or read out the Retiring Auditor’s Representation in case the Tribunal is satisfied on an application either by the company or by any other aggrieved person that the auditor is abusing his rights.