[To be published in the Gazette of India, Extraordinary, Part ll, section 3, sub-section (ii)l
Government of India
Ministry of Corporate Affairs
New Delhi, the 3oth June, 2016.
S.O. _ (E). – Whereas, the Companies Act, 2013 (18 of 2013) (hereinafter referred to as the said Act) received the assent of the President on 29th August, 2013 and section 1 thereof came into force on the same date;
And, whereas, the provisions contained in section 139, which provides for appointment of auditors has come into force on the 1st April, 2014;
And, whereas, sub-section (2) of section 139 of the said Act provides that no listed company and the prescribed class of companies 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;
And, whereas, first proviso to sub-section (2) provides for period for which the individual auditor or audit firm who or which have completed term provided under such sub-section shall not be eligible for re-appointment as auditor in the same company;
And, whereas, the third proviso to sub-section (2) provides that every company, existing on or before the commencement of this Act which is required to comply with provisions of sub-section (2) shall comply with the requirements of such sub-section within three years from the date of commencement of the said Act;
And, whereas, as per provisions of sub-section (1) of section 1 39, the companies are required to appoint auditor at the annual general meeting who shall hold office from the conclusion of that meeting till the conclusion of sixth annual general meeting;
And, whereas, difficulties have arisen regarding compliance with the provisions of third proviso to sub-section (2) of section 1 39 in so far as they relate to the period within which companies would comply with provisions of sub-section (2) of section 139 of the said Act;
Now, therefore, in exercise of the powers conferred by sub-section (‘l) of section 470 of the companies Act, 2013 (18 of 2013), the central Government hereby makes the following Order to remove the above said difficulties, namely:-
1 . Short title and commencement.-
(1) This Order may be called the Companies (Removal of Difficulties) Third Order, 2016.
(2) lt shall be deemed to have come into force from 1 st April, 2014.
2. In the Companies Act, 2013, in section ‘139, in sub-section (2), for the third proviso, the following proviso shall be substituted, namely:-
“Provided also that every company, existing on or before the commencement of this Act which is required to comply with the provisions of this sub-section, shall comply with requirements of this sub-section within a period which shall not be later than the date of the first annual general meeting of the company held, within the period specified under sub-section (1) of section 96, after three years from the date of commencement of this Act.”.
[F. No. 1/33/2013-CL-V]
(Amardeep Sirlgh Bhatia)
Joint Secretary to the Government of India