| Particulars |
Section/
Notification/Circular/Amendments
|
Applicability |
| Cash flow statement |
Section 2(40) |
“Every Company” shall prepare “Cash Flow Statement” along with its Balance Sheet & Statement of Profit & Loss account.
Following companies may not include the cash flow statements in its financial statement:
- One Person Company
- Small company and
- Dormant company
|
| Certification of Annual Return by a Company Secretary in Practice (MGT-8) |
Section 92 read with Rule 11(2) of Companies (Management and Administration) Rules, 2014 |
- Every Listed Company;
- Every Company having;
- Paid-up share capital of `10 crore or more;
- Turnover of `50 crore or more,
|
| Disclosure in Board’s Report for manner of formal annual evaluation of Board of Directors, its Committees and of individual Directors |
Section 134 read with Rule 8(4) of the Companies (Accounts) Rules, 2014 |
- Listed Companies;
- Public Companies having paid up share capital of `25 crore or more at the end of preceding financial year.
Note: Government companies are exempted in case the Directors are evaluated by the Ministry or Department of the Central Government which is administratively in charge of the company, or as the case may be, the State Government,
as per own evaluation methodology.
|
| Internal auditor |
Section 138(1) read with Rule 13(1) Chapter IX, Companies (Accounts) Rules, 2014
|
- Every Listed Company
- Every unlisted PUBLIC company having:
- Paid Up Share capital of 50 Crore (Fifty crore) rupees or more during the preceding financial year;
- Turnover of 200 Crore (two hundred crore) rupees or more during the preceding financial year;
- Outstanding loans or borrowings from banks or public financial institutions exceeding 100 Crore (one hundred crore) rupees or more at any point of time during the preceding financial year;
- Outstanding Deposits of 25 Crore (twenty five crore) rupees or more at any point of time during the preceding financial year.
- Every Private Company having”
- Turnover of 200 Crore (two hundred crore) rupees or more during the preceding financial year;
- Outstanding loans or borrowings from banks or public financial institutions exceeding 100 Crore (one hundred crore) rupees or more at any point of time during the preceding financial year;
|
| Reporting of Internal Financial Control in Auditors Report |
Section 143(3) |
All companies except private companies which is;
- One Person Company;
- Small Company;
- Having turnover of less than `50 crore as per the latest financial statement & aggregate borrowings from banks or financial institutions or anybody corporate at any point of time during the financial year less than
`25 crore.
|
| Whole time Company Secretary |
Section 203(1) read with rule 8(A) of Companies Appointment and Remuneration of Managerial Personnel Rules, 2014 |
Every company having a paid-up share capital of ` 10 Crore (Ten crore rupees) or more; |
| Whole Time Key Managerial Personnel |
Section 203(1) read with rule 8 of Companies Appointment and Remuneration of Managerial Personnel Rules, 2014 |
- Every Listed Company;
- Every Public Company having a Paid-Up Share Capital of ` 10 Crore (Ten crore rupees) or more; shall appoint;
- Managing Director, or Chief Executive Officer or manager and in their absence, a whole-time director
- Company Secretary and
- Chief Financial Officer
|
| Secretarial Audit |
Section 204(1) |
- Every Listed Company;
- Every Public Company having a Paid-Up Share Capital of ` 50 Crore (fifty crore rupees) or more.
- Every Public Company having a Turnover of ` 250 Crore (two hundred fifty crore rupees) or more.
- Every company having outstanding loans or borrowings from banks or public financial institutions of one hundred crore rupees or more.
Note: the paid up share capital, turnover, or outstanding loans or borrowings as the case may be, existing on the last date of latest audited financial statement shall be taken into account.
|
| Independent Director |
Section 149(4) |
Every Listed Company is required to appoint at least 1/3 of total number of directors as independent directors;
Every Public limited Company fulfilling any of the below mentioned requirement then it shall have at least 2
(Two) Independent Director:
- Paid Up Share capital of ` 10 Crore (ten crore rupees) or more
- Turnover of ` 100 Crore (one hundred crore rupees) or more
- In aggregate, outstanding loans, debentures and deposits, exceeding ` 50 Crore (fifty crore rupees).
Note: The paid up share capital or turnover or outstanding loans, or borrowings or debentures or deposits, as the case may be, as existing on the last date of latest audited Financial Statements shall be taken into
account.
Following unlisted public company are not required to appoint independent director:
- a joint venture;
- a wholly owned subsidiary;
- a dormant company as defined under section 455 of the Act
|
| Rotation of Auditor |
139(2) |
- Every Listed Company;
- Every unlisted Public Company having a Paid-Up Share Capital of ` 10 Crore (Ten crore rupees) or more
- Every Private Limited Company having Paid-Up Share Capital of ` 50 Crore (Fifty crore rupees) or more
- All Companies having public borrowings from Financial Institutions, banks or public deposits of ` 50 Crore (Rupees Fifty Crore Only) or more
Note: one person companies and small companies are excluded from rotation of auditor
|
| AuditCommittee
Nomination and Remuneration Committee (NRC)
|
Section 177(1)
Section 178(1)
|
- Every Listed Public Company,
- Every Public Company having Paid-Up Share Capital of ` 10 Crore (Ten crore Rupees) or more.
- The Public Companies having Turnover of ` 100 Crore (one hundred crore rupees) or more
- The Public Companies which have, in aggregate, outstanding loans, debentures and deposits, exceeding ` 50 Crore (fifty crore rupees)
Note: The paid up share capital or turnover or outstanding loans, or borrowings or debentures or deposits, as the case may be, as existing on the last date of latest audited Financial Statements shall be taken into
account.
|
| Stakeholders Relationship Committee (SRC) |
178(5) |
A company which consists of more than 1000 (one thousand) shareholders, debenture-holders, deposit-holders and any other security holders at any time during a financial year shall constitute a Stakeholders Relationship
Committee consisting of a chairperson who shall be a non-executive director and such other members as may be decided by the Board; |
| Women Director |
Section 149(1) |
- Every Listed Company;
- Every Public Company having
- Paid-Up Share Capital of ` 100 Crore (One Hundred crore rupees) or more;
- Turnover of ` 300 Crore (Three Hundred crore rupees) or more;
Note: paid up share capital or turnover, as the case may be, as on the last date of latest audited financial statements shall be taken into account
|
| Vigil Mechanism |
Section 177(9) |
- Every Listed Company;
- The Company which accept deposits from the public;
- The companies which have borrowed money from banks and public financial institutions exceeding` 50 crore (Rupees Fifty Crore only);
|
| Corporate Social Responsibility Committee
(CSR)
|
135(1) |
Every company having ;
- Net worth of rupees 500 Crore (five hundred crore) or more;
- Turnover of rupees 1000 crore (one thousand crore) or more;
- Net profit of rupees 5 crore (five crore) or more.
During the immediately preceding financial year shall constitute a Corporate Social Responsibility Committee.
|
| XBRL (Extensible Business Reporting) |
Section 137 |
Following Companies are required to file their financial statements and other documents under section 137 of the Companies Act, 2013 with the concerned Registrar in e-form AOC-4 XBRL:
- all companies listed with any Stock Exchange(s) in India and their Indian subsidiaries;
- All companies having Paid up Capital of Rupees 5 Crore (five crore) and above;
- All companies having Turnover of Rupees 100 Crore (one hundred) crore and above.
- All companies which are required to prepare their financial statements in accordance with Companies (Indian Accounting Standards) Rules, 2015.
Further, Once XBRL Filing is applicable, an entity shall be required to follow it for all the subsequent financial statements, whether adopted voluntarily or mandatorily.
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| CARO 2020 |
Companies (Auditor’s Report) Order, 2020 |
CARO 2020 shall apply to all companies including a foreign company defined under section 2(42) of the Companies Act 2013, except the following:
- A banking company
- An insurance company
- Section 8 company
- OPC & small company
- Private company (not being a subsidiary or holding company of a public company) havingPaid-up share capital & reserves and surplus not more than 1 Crore rupees as on the date of balance sheet,
- Total Borrowings from any bank or financial institutions does not exceed 1 Crore rupees at any point of time during the financial year,
- Total Revenue as disclosed in Schedule III (including revenue from discontinued operations) does not exceed 10 Crore during the financial year.
Note: CARO 2021 is applicable from the financial years commencing from 01st April 2021.
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