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Clause 31 & 31A of the Listing Agreement for Equity Shares

Clause 31 of the Listing Agreement for Equity Shares is as under:

The Company will forward to the Exchange promptly and without application - - -

(a) six copies of the Statutory and Directors’ Annual Reports along with Form A or Form B, as applicable, (the proforma for which shall be as under)1 Balance Sheets and Profit and Loss Accounts and of all periodical and special reports as soon as they are issued and one copy each to all the recognised stock exchanges in India;


FORM A
Format of covering letter of the annual audit report to be filed with the Stock Exchange

1.

Name of the company

XYZ Ltd.

2.

Annual financial statements for the year ended

31st March ……

3

Type of Audit observation

Un-qualified / Matter of Emphasis

4.

Frequency of observation

Whether appeared first time……/ repetitive……./ since how long period …….

5.

To be signed by-

  • CEO/Managing Director
  • CFO
  • Auditor of the company
  • Audit Committee Chairman





FORM B
Format of covering letter of the annual audit report to be filed with the Stock Exchange

1.

Name of the company

XYZ Ltd.

2.

Annual financial statements for the year ended

31st March ……

3

Type of Audit qualification

Qualified ….. Subject to ………/ Except for…….

4.

Frequency of qualification

Whether appeared first time……/ repetitive……./ since how long period …….


Draw attention to relevant notes in the annual financial statements and management response to the qualification in the directors report:

May give gist of qualifications/headings (Refer page numbers in the annual report) and management’s response


Additional comments from the board/audit committee chair:

This may relate to nature of the qualification including materiality, agreement/disagreement on the qualification, steps taken to resolve the qualification, etc.

5.

To be signed by-

  • CEO/Managing Director
  • CFO
  • Auditor of the company
  • Audit Committee Chairman




(b) six copies of all notices, resolutions and circulars relating to new issue of capital prior to their despatch to the shareholders;

(c) three copies of all the notices, call letters or any other circulars including notices of meetings convened u/s 391 or section 394 read with section 391 of the Companies Act, 1956 together with Annexures thereto, at the same time as they are sent to the shareholders, debenture holders or creditors or any class of them or advertised in the Press.

(d) copy of the proceedings at all Annual and Extraordinary General Meetings of the Company;

(e) three copies of all notices, circulars, etc., issued or advertised in the press either by the Company, or by any company which the Company proposes to absorb or with which the Company proposes to merge or amalgamate, or under orders of the court or any other statutory authority in connection with any merger, amalgamation, re-construction, reduction of capital, scheme or arrangement, including notices, circulars, etc. issued or advertised in the press in regard to meetings of shareholders or debenture holders or creditors or any class of them and copies of the proceedings at all such meetings.

Clause 31A of the Listing Agreement for Equity Shares is as under:

The company agrees to restate its books of accounts on the directions issued by SEBI or by any other statutory authority, as per the provisions of the extant regulatory framework.


Post Last Updated On: 28th August 2015
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