Mr. Arvind is a partner and in-charge (and certifies financial statements) of M & Associates, the statutory auditor of Zenith Limited, a listed…

CA Intermediate · Corporate and Other Laws · MTP · May 2026
Mr. Arvind is a partner and in-charge (and certifies financial statements) of M & Associates, the statutory auditor of Zenith Limited, a listed company. Upon completion of its permissible tenure under the Companies Act, 2013, M & Associates ceases to be the auditor in the year 2024. Mr. Arvind retires from M & Associates on 5th April 2025 and joins P & P Associates as a partner on 25th April 2025. At the general meeting held on 31st May 2025, Zenith Limited appoints P & P Associates as its next auditor. Advise whether the appointment P & P Associates is in compliance with the provisions of the Companies Act, 2013.

Suggested Answer and Working Notes:

(a) According to section 139 (2) of the Companies Act, 2013, no listed company or a company belonging to such class or classes of companies as may be prescribed, shall appoint or re-appoint- (a) an individual as auditor for more than one term of five consecutive years; and (b) an audit firm as auditor for more than two terms of five consecutive years. Provided that - (i) an individual auditor who has completed his term under clause (a) shall not be eligible for re-appointment as auditor in the same company for five years from the completion of his term; (ii) an audit firm which has completed its term under clause (b), shall not be eligible for re-appointment as auditor in the same company for five years from the completion of such term. Provided further that as on the date of appointment no audit firm having a common partner or partners to the other audit firm, whose tenure has expired in a company immediately preceding the financial year, shall be appointed as auditor of the same company for a period of five years. As per Explanation II in Rule 6 (3) of the Companies (Audit and Auditors) Rules, 2014, if a partner, who is in charge of an audit firm and also certifies the financial statements of the company, retires from the said firm and joins another firm of chartered accountants, such other firm shall also be ineligible to be appointed for a period of five years. Mr. Arvind was a partner, in- charge (and certifies the financial statement of the company) in M & Associates. He retires from M & Associates and joins P & P Associates. As per the facts of the question and provisions of law, Mr. Arvind and P & P Associates will be ineligible, to be appointed as auditor of Zenith Limited (listed company) for a period of 5 years.

Topics: Audit and Auditors

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