Friday, April 13, 2012

Audit Committee-SEBI and the Companies Act, 1956




ARTICLE-78

There are slight differences in respect of Audit Committee as made in Companies Act, 1956 and SEBI guidelines. Followings are the important differences.

Companies Act, 1956
SEBI
1.
M D/Whole-time Director can be a member
Not possible
2.
At least two third directors should be other than M D/Whole-time Director
All members should be independent directors.
3.
Members will elect the Chairman
No such provisions
4.
Statutory Auditor must attend the Committee meetings
Statutory auditor is only an invitee.
5.
Chairman of the committee should attend the Annual General Meeting and give clarifications relating to audit.
Chairman of the committee should attend the Annual General Meeting and give answer to share holders’ queries. Not limited to auditing queries alone.

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